Remembering
by StormBlue
Summary: With the Director dead, the people involved in Project Freelancer can now start working on healing the wounds that were inflicted. But the end of Freelancer doesn't mean the end of what it created, and ghosts always have a way of coming back from the past the haunt the present. And some things that have been forgotten might be remembered. Rated T for swearing, because it's RvB.
1. Chapter 1

**AN: Hi! Just so you all know, this is set after the events of Season 10. This contains some personal theories of mine and some ideas I couldn't help but toss in. Tell me what you think, and feel free to point out anything that you see. If you have any questions, they will be answered in either author notes or future chapters. I will be updating AT LEAST once a week, but hopefully twice a week. I like feedback (who doesn't?) and I also like criticism, as it can be constructive. Enjoy!**

**Disclaimer: I do not own Red vs. Blue, it belongs to the wonderful people at Rooster Teeth. **

**I also don't own Halo or anything like that. **

* * *

**Many Years Ago**

The wind was blowing across the snowy landscape, stirring up old snow and pushing it into the air, where it fell down again onto two figures. They stood wrapped in thick clothes that protected them from the weather and watched as workers and soldiers operated various types of machinery to clear out all the equipment from the crashed structure in front of them.

"Sir, if I may..." one of them said reluctantly.

The other sighed at the hesitation. "What is it, Counselor?"

"Are you sure that this course of action is wise? Even with Agent Florida to protect him, the simulation soldiers can be...unpredictable," the Counselor expressed his concern.

The Director turned to face the dark-skinned man. "While that is true, the incapability and ignorance of the soldiers makes them only a threat to themselves. Stationing the Alpha with the sim troopers, he will blend in perfectly and no one will think to look there."

"Of course, sir, but we do not even know how the Alpha will react to being in control of a body."

The Director sent a sharp look to the Counselor, growing weary of this. "The Alpha will be under close observation for the first few weeks, Counselor. So as to not arouse his suspicions, he will be stationed with the Blue soldiers nearby to our current location before being relocated to Blood Gulch." The Counselor nodded in understanding, the Director pausing in his explanation before asking a question. "What is the current status report?"

The Counselor moved to pull out his data-pad, hidden under his several layers of protective clothing. The Director turned his attention back to the structure in front of them while he waited. The _Mother of Invention_ had served its purpose to their cause, but after a crash-landing such as that, it was no longer useful to them. They were to move their base of operations somewhere on the planet. The current location they were looking at called Standoff would suit their needs just fine. All that was left was the transportation of all the equipment, as well as sweeping the _MOI_, making sure that they left nothing for the UNSC to find.

The Counselor finally managed to bring out his data-pad, and the Director listened, only mildly interested at the progress of the ship's evacuation and the set-up of their temporary base in near Sidewinder. When the Counselor finished drawling his details that were virtually unimportant to him, the Director turned to another matter at hand. "Has anything been found of Agent Carolina?"

The Counselor turned back to his data-pad. "Negative sir. The search team hasn't found any trace of her."

The Director stared impassively at the crashed ship, ignoring the cliff behind it. Whatever thoughts were going through his head weren't showing on his face or in his posture. He noticed the Counselor looked as if he had something more to say. "If you intend to speak, Counselor, then do so and stop wasting my time."

"Agent Wyoming has not been seen for some time sir. It has been assumption that he has...gone rogue as well."

Grim-faced, the Director finally nodded. He started walking toward an arctic-adapted jeep that was waiting to take them back to their base, and gestured for the Counselor to follow. "Project Freelancer will go on, despite this set-back. There are other agents. Equipment from the rogue agents will be recovered and the agents themselves will be punished for their actions. I wish to be informed _immediately_ upon any new information, Counselor."

"Of course sir," the Counselor replied.

They reached the car and climbed in, the designated driver understanding his cue to start driving. The two continued their conversation. "How is the latest fragment?"

"It appears to be one of the mentally weaker fragments, similar to Theta," the Counselor reported.

The Director gave a thoughtful hum. "Keep it under observation," he ordered. "We need to make sure that we know what this one is. Any activity from the Epsilon fragment?"

"No sir," the Counselor said. "Epsilon remains unresponsive."

He acknowledged the information. "And what is the status on transferring the Alpha?" asked the Director.

"The technicians appear to be having difficulties. This sort of thing has not been done before, save for the Beta A.I., and with the Alpha's...questionable stability..." the Counselor trailed off. They didn't want to go into details on what they were doing, or some of the personnel might catch wind of their illegal practices. That was what had started the whole break-in that led to the _Mother of Invention_ crashing here.

Their jeep pulled up to the Freelancer base that was built into the side of one of the many mountains in this region. They left the car and walked up to the thick steel doors, which opened to allow them. The Director considered what the Counselor said while he shrugged off his overcoats. Coming to a decision, he turned to the Counselor, who was doing the same with his own protective clothing.

"Send Agent Delaware to assist them," he said.

The Counselor paused in his actions. "Director, are you sure-"

"Agent Delaware might not be the best agent we have, but he possesses skills that most our agents do not. I believe that he will be able to assist transferring the Alpha," the Director cut off what the Counselor had been about to say.

"Very well, sir." The Counselor bowed his head slightly. He knew the Director didn't like to be questioned.

The Director changed the subject to the last matter at hand, and quite possibly, the most important one. "Is Agent Washington ready for questioning?"

"Indeed, sir. During the crash he was minorly injured, and he was moved from the _Mother of Invention_ with the other wounded. He has been treated and separated into a private room in Sector C for recovery."

"Very well," the Director replied. "I wish to question him about Epsilon personally."

* * *

**Present day**

The armored figure of a Freelancer stood on the edge of the cliff-face, gazing at the canyon below. It wasn't much to look at, just a box-canyon in the middle of nowhere. There was a base on each side of it, one red and the other blue. This, he expected. What he didn't expect were the red and blue soldiers occupying the bases.

In the files he had stolen and read before coming here, this canyon, called Blood Gulch, was abandoned. The soldiers were supposed to have been relocated due to the bases being obsolete. Why were they there?

He wasn't looking forward to a confrontation, but he wasn't going to go in there blind. These soldiers may only be simulation troopers, but they still weren't supposed to be there. But they weren't going to get in the way of the Freelancer finding what he was looking for. The chances of finding something here were already slim, and the simulation troopers probably didn't know anything about it. They were sim troopers after all.

But this was the last place he had left to look, after he had discovered that the unit in UNSC custody was empty. He didn't even know what he hoped to find here, but this was where the Alpha had been located. The Freelancer started moving, making his way down into the canyon, the sunlight glinting on his dark green armor as he went. The Alpha was gone now, but there was one thing left, one thing that could help him complete his mission.

One thing that supposedly remembered everything about Project Freelancer.


	2. Chapter 2

**Hey, it's me again. I've decided that Tuesdays and Fridays are update days, so that's when you can look for new chapters :D And if I miss one or am late, then...shame on me for making you wait. Anyway, once again, any questions, go ahead and ask, share with me your opinion, anything you see that isn't right or doesn't make sense or mistakes or anything. Except that you don't have to if you don't want to. I just like hearing from my readers, as all authors do :) Oh, and I still don't own anything.  
**

* * *

**Present Day**

"Why are we at this f***ing place anyway?"

Carolina sighed. Having the two voices of Eta and Iota in her head was quite taxing, but still not quite so...irritating as Epsilon could be sometimes. Even though she enjoyed his companionship, even though they had agreed to try and right the wrongs they had done, even though he made all her calculations and ran her equipment for her, there were times she wished she could strangle his holographic neck.

Church, having heard her thoughts, scoffed, his shining blue holographic image appearing by her shoulder. "Yeah, good luck with that Carolina. But really. Why are we chasing these things down one by one?"

"Because if we don't, the mercenaries are going to sell the armor enhancements to the highest bidder, in this case that being the Falconers," Carolina explained to Church. Church just stared at her, not understanding. She gritted her teeth, exasperated. "The Falconers, being terrorists. Imagine the kind of damage a group of terrorists could do with invisibility, super strength, speed. We're here to make sure that doesn't happen."

"Oh." Church's light blinked as he imagined the possibilities. "That's bad," he said.

"_Yes_, that's bad. Now shut up before they hear you and find me a way in," she ordered, and for once, Church shut up and did as he was told. A minute later, schematics of the building lit up on Carolina's HUD, with lines marking different ways in.

"_This way has the least amount of security. No guards, but there are a few automatic turrets set to fire at anything that activates their motion sensors. Or we could try this way,_" another path lit up, "_where there should be more guards, but you can use your camouflage for a stealth approach, which won't work with the motion sensors,_" Church spoke in her head, where no one but Carolina was able to hear him.

She considered what he said. "We don't need a stealth approach anymore, and I have an idea for those turrets. Let's go." She flicked the HUD off and checked the clips on her two magnums before standing up from her crouching position behind a boulder.

The building ahead of them on the outside looked like an ordinary warehouse in the middle of the forest. That is unless one noticed the abundance of security cameras, and the patterns on the thermals that indicated other security measures. It was the perfect location for a terrorist hideout, far enough away from civilization that it wasn't easily found. Usually, Carolina would leave the terrorists for the UNSC, but they weren't able to put the pieces together like she had. When Church had hacked the signals, she recognized the use of Freelancer equipment like only a Freelancer could, and decided to take this one into her own hands.

Church ran her suit's camo and she blended in perfectly with her surroundings as she dashed down the incline toward the warehouse. It was surrounded by an old-fashioned ten-foot wall of fencing topped with barbed wire, and Church alerted her to motion sensors that would pick up any movement that tried to cross the fence.

Not halting in her stride, Carolina neared the wall and jumped gracefully up one of the trees before she reached it. Making a quick calculation, she then launched herself at the neighboring tree and grabbed on of the branches, swinging under it and did a flip in mid-air, flying over the fence and clearing the motion sensors. She didn't even falter as she landed, taking off again as soon as she hit the ground again before guards could come looking.

The main entrance was up ahead, which was locked and would set off the alarm as soon as she neared it. It didn't matter anyway, but Carolina didn't want them to know she was here quite yet. She made her way to the side of the building and located the window that Church had showed her, six feet above her head.

"We clear?" she whispered to the A.I.

Epsilon's light blinked next to her for a second. "You're clear," he whispered back, blinking out of existence again.

Carolina pulled out her grappling hook and shot it toward the window, where it latched on, and she pulled herself up. She reached the top and perched on the open window, unlatching her hook before jumping off, landing with a roll. This hallway was empty save a camera or two that watched her as she passed over to a door. Anyone watching might not notice her straight away since Church kept her camouflage running, but she would still be easy to spot. Not that it mattered by now.

She slipped through the door into an empty room and heard the mechanical whirring of the motion sensors picking up her movement and training their turrets by her location. There was a slight nook by the door that was protected by the turrets' line of fire, and she hunkered there for a moment.

"Epsilon, drop the camouflage. I need you for something else," Carolina ordered, not bothering to keep her voice down.

"Okay," Church replied. "What are you-_sh**!_" he was cut off as Carolina activated her speed unit and ran forward, forcing Church to immediately start running the calculations to keep up.

With her speed unit everything seemed to slow down, and she was ahead of the bullets, but only barely. She grabbed a grenade and, pulling the pin out, threw it toward one of the two turrets, attracting its fire. She ran toward that turret, the line of fire from the other turret following her, and leaped into the air. Jumping off the wall toward the turret that was firing at the grenade she had tossed, she grabbed the grenade out of the air with one hand and swung herself onto the turret with her other hand, tossing the grenade back toward the other one. The turret she was holding onto was hit several times by the other turret and Carolina jumped off before it crippled.

There was an explosion above her as she landed. She stood up and turned around, switching her speed unit off, and watched as the burned remains of a turret crashed on the ground close to her, while the other turret hung loosely from the wall. She started moving to the door they had been guarding, a slight smugness in her movements.

Church materialized next to her and his holographic image appeared to be glaring at her. "I wish you would warn me when you're going to do that. That speed unit isn't exactly easy to run."

Carolina smiled underneath her helmet, stopping by the door. "And you're sure there's no electronic security in there?"

"There's nothing, not even cameras. I can't tell you what's in there."

"Fine by me." Taking a deep breath, she pulled out her pistols and kicked down the door that lead to the meeting room between the mercs and the terrorists, ready for anything that might be in there.

Ready for anything, that is, except for what she saw.

"What happened in here?" she whispered, even though she knew that Epsilon didn't have any answers for her this time.

"Man..." Church looked around. "Those guys got f***ed up."

All around the room lied limp, bloodied bodies. It was a gruesome sight, and some of them were killed in rather...creative methods. Carolina walked around, inspecting the bodies.

"You think one of the groups turned on the other?" Church asked.

Carolina shook her head. "No. Look at the armor, and the suits. Both were killed. By someone else." She turned the one of the mercenaries over, and was caught by surprise when she saw the feminine face. "Tenn?"

"Who?"

"Agent Tennessee. She...must have started hiring out her skills when Project Freelancer fell. She was the one selling the equipment." Carolina hadn't been close to Tenn. She hadn't been particularly close to any of the Freelancers, save for maybe York, she just looked out for them because they were her team, and she was responsible for them. She'd had limited interaction with Tennessee, but still...it was another Freelancer dead.

She left Tenn and looked around. There, in the corner, was a burned and blackened pile of metal. "Whoever did this destroyed the armor enhancements."

"But who would do that? Wouldn't most bad guys want to keep superior technology?" Church said. "And who would be able to kill a room full of armed men like that?"

"I don't know," she replied simply. Carolina thought back on things that have been happening over the past few months. "Epsilon, remember those transmissions you intercepted from the UNSC about the prison break-ins?"

Church scoffed. "You mean the break-ins where whoever did it didn't bail anyone out, but just started killing everyone?"

"I didn't notice this before, but most everyone in the list of inmates that were killed were former Freelancers that had been caught by the UNSC," she explained.

"So...you think someone is going around killing Freelancers? Is that even a bad thing? Other than the part where they might go after us, or Wash," he added hastily at Carolina's glare.

"Whoever this is is going through the trouble of breaking into _prison_ just to kill former Freelancers. I don't know what they're after, but we'd better find out. After all, we _don't_ want to have another Meta on our hands."

* * *

**Many Years Ago**

His head was pounding, threatening to burst through his skull. There was pain medication sitting on the small table in the middle of the room with the purpose of exterminating his headache, yet he didn't touch it. He couldn't think clearly with drugs, and even though he couldn't exactly think clearly now either, it was better. Also, the headache kept the images away. The voices. The memories of the pain that came with being forced to split oneself's _entire being _apart simply to survive. He didn't do this himself, but thanks to his A.I., he was able to feel the experience first-hand. Added to that, the A.I. itself went insane and tried to kill itself while _inside of his head._ He wouldn't be surprised if there was permanent damage done to him.

But C.T. had been right. Washington should have listened to her. The Director had betrayed everyone, fed lies to each and every one of them. But now Washington knew. He knew what the Director did, the laws he had broken, the people he had tortured. He knew the truth. And he also knew that he couldn't trust anyone anymore.

He used to be optimistic, try to see the best in everything. He scoffed at how naive and blind he had been. How quick he was to trust and obey orders. How easily he had been fooled. Even York had had his doubts.

That thought sparked more questions. Where was York? Where was the rest of his team? It was unlike them to leave him for so long. They always looked out for each other. Where they in on it too? Did they know what was going on? It was unlikely, but after what Wash had learned...it was also a possibility.

He didn't know what would happen to him now. He had been stuffed inside a small room so he was out of the way, and also isolated until they could decide what to do with him. Washington didn't have high hopes, however. With everything that he knew, he would get killed or locked up for the rest of his life.

He jumped up as the door to his 'cell' opened, and the Director himself walked in, with the Counselor, his faithful shadow, behind him. "Hello Agent Washington," the Counselor said in his ever calm voice. "I trust you are...feeling better?"

Wash stared at them for a minute while the Director sat down at the table. "No. No I'm not."

The Counselor noted the unused meds on the table. "That is...a shame. We would like to ask you about what happened with Epsilon. Will you be able to tell us?"

As much as he wanted to bash in their faces right here and now for what they did, it was a dangerous game they were playing. And Washington couldn't avoid the inevitable. "Yes. But first can I ask some questions?" he responded.

The Counselor nodded. "Of course. I am sure you are very confused."

"What the hell happened?" he said, somewhat unkindly.

The Director, who had been silent, spoke up. "The _Mother of Invention_ crash-landed when it was disabled by agents Texas and New York. We will be moving our base of operations elsewhere."

Washington had heard of Texas going rogue and returning, but York had been with her? "Where is everyone?" he asked.

"The whereabouts of Carolina, Wyoming, North and South Dakota are unknown. It has been confirmed that New York and Maine, as well as Texas, have gone rogue," the Director explained.

Washington went silent. That was his entire team. What had happened to them? Why did they all leave?

"Does this news disturb you?" the Counselor asked.

He slowly nodded.

"Would you say that you feel...betrayed?"

Washington looked up, staring them straight in the eye. "Yes, I do." He didn't know how he felt about his teammates going rogue, but he wasn't going to tell them what he _did_ feel betrayed about.

The Director nodded and the Counselor wrote something down in his data-pad. "Alright, now we would like to ask you some questions," the Counselor said.

The Director crossed his hands in front of him. "What did Epsilon say?"

Washington didn't say anything for a minute, thinking this over. Did they know that Epsilon was the memories? If they didn't, he might actually have a chance. "He was...he wasn't talking to me. He kept on rambling to himself." As much as Wash didn't want to relive what Epsilon had shown him, he had to concentrate on not letting them know that he knew. And he had to make it believable.

"Rambling about what?" said the Counselor.

Washington shook his head. "I don't know." The Director gave Wash an intense stare until he finally sighed and started talking again. "Pain. He was in a lot of pain."

The Counselor cut in. "And because of the A.I. being implanted into you, you felt that pain as well?"

"Yes." Washington spoke coldly.

"What else?" the Director asked impatiently.

"During the implantation, you said a name...Allison?" the Counselor offered. The Director leaned forward, very intent on what Wash was about to say next.

Washington cringed. He had been hoping they wouldn't bring that up. "He...missed her. She was gone, like...like she died or something. But it hurt so much...he couldn't handle it. He killed himself, didn't he?"

"Yes he did," the Director replied.

"I didn't know A.I. could do that," Wash said bitterly.

The Counselor shifted. "It is possible."

The Director cleared his throat. "Agent Washington, you are aware that each A.I. has a personality attribution, correct?" When Washington nodded, he continued. "Do you know what Epsilon was?"

Washington blinked. They really didn't know the answer to that question. But surely they must have suspicions. "I...can't say for sure," he replied.

The Director leaned back, clearly disappointed. "Very well."

"So what happens now?" Wash almost dreaded the answer.

The Counselor stepped up. "You will undergo a course of therapy sessions to help you through the ordeal that you've been through. For the time being, you have been certified Article Twelve."

Washington scoffed, unsurprised. Unfit for duty. Another way of saying they didn't trust him anymore. Well, they shouldn't. He watched as they left the room, leaving him alone again, thinking about his position. He knew what the Director had done, and that made him dangerous to them. He didn't have proof, and as long as they deemed it necessary, he wouldn't see the light of day again, not to mention what would happen to him if they ever found out that he knew.

He could no longer try to do what was right, which was what he'd had in his mind when he joined the Project. Now it was about survival.


	3. Chapter 3

**It's Friday! I just love update days. Here we get to see what the guys at Blood Gulch are up to. If you see any OOC-ness, please point it out and I will fix it. I tried hard to get all the characters right, but it's nice to have second and third, fourth, etc. opinions.**

* * *

**Present Day**

It was a warm sunny morning in Blood Gulch, with a solitary soldier standing on top of the blue-colored base. Or at least, he _thought_ it was morning. It was hard to tell, as the sun literally never moved from that position. Former Agent Washington simply shrugged his shoulders at that, as it was something he'd gotten used to. It hadn't been long since he'd come here with his team, as well as Red team, their 'enemies' in the mock battles that were staged between the two. The ones that Blue team almost always won with Washington on their side. _Almost_ because every now and then, he would let the Reds win.

He gazed across the barren box canyon, understanding why the others had grown to hate this place so much, and at the same time why they saw it as home. There was something that was bugging him about it, however.

Footsteps on the ramp leading to the roof distracted him as he slightly turned to see an aqua-colored soldier join him.

"Hey Tucker," Wash greeted.

"Hi Wash," Tucker responded. "Any sign of Church or Carolina yet? Caboose is driving me crazy."

Wash chuckled. "Does Caboose ever _not_ drive you crazy?" he asked. "And...no."

Tucker shrugged. "No, I guess not. What are you doing up here?"

"Just thinking. This is the place they put the Alpha, right? It's a good location if you want to stay hidden, but...I just don't get it. Why would the Director put the Alpha here unprotected? Wouldn't he have sent someone to guard him?" Wash mused aloud.

Tucker took a step back, staring at Washington incredulously. "Wait, you're not seriously suggesting that one of _us_ could be a Freelancer, right? We're all idiots!"

Wash looked over at Tucker. "That might be the worst idea, ever..."

"Of all time?" Tucker finished for him.

"Exactly."

They heard muted calls from Caboose sounding throughout the base beneath them. "Church! Church, where are you! Are you back yet Church?"

Wash sighed. "I'll go see what he wants." He turned and left, going down the ramp and about to walk inside the base when Caboose came out.

"Wash!" Caboose exclaimed. "Do you, um, happen to know when, uh, Church is going to come back?"

Wash hesitated. He didn't want to dash the blue soldier's hopes, but he didn't want to lie to him either. "No I don't, Caboose. I'm sure he'll be back soon though."

"Ok, because I have to tell him something. Something important," Caboose said.

Wash could easily guess what Caboose wanted Church for. "Do you want to share your orange juice with him again?"

"Yes," Caboose replied. "And also to tell him something."

Wash didn't know if he should even ask, but did anyway. "What do you want to tell him?"

Caboose looked away for a second. "I wanted to tell him that-"

He was cut off by Tucker yelling at them from the top of the base. "I think the Reds are attacking!"

A little ways away, answering voices yelled out. "They've discovered our sneak attack! Someone must have told them ahead of time! Donut, initiate the traitor containment plan!" Sarge yelled.

"Yes sir!"

A gunshot sounded, followed by Grif's "OW!"

"Sir!" Simmons tried to reprimand his superior officer. "The sneak attack didn't work because we weren't actually sneaking! We were just walking slowly!"

"It mighta gone faster if Grif hadn't kept stopping the whole way over!" Sarge cocked his shotgun.

"I told you, I had to keep stopping so that my armor could blend in! It's called camouflage, it's perfect in sneak attacks!"

"Grif, your armor is orange! What's it going to blend in with?" Simmons shouted incredulously.

"You know, you could always trade armor with someone if you wanted to blend in," Donut said hopefully.

Grif groaned. "Donut, I am not giving you my armor! And what's pink going to blend in with anyway?"

"It's lightish-red!"

Sarge pointed his shotgun as his subordinates. "Enough chit-chat ladies! It's time to put those dirty Blues back into whatever deep, dark hole they crawled out of!"

Donut got excited. "Awesome! Can I go too?"

Wash and Caboose went to the front of the base, where the Reds were standing a bit away from them.

"Yeah, good luck with that. You know, seeing as how we kicked your a**es the last fifty times," Tucker called.

"Suck it, Blue!" Simmons shouted back to him, and started firing.

The Blues ducked behind cover, with Tucker diving onto the roof, and Wash dodging behind a rock, pulling Caboose with him. The Blues returned fire and the firefight lasted for a few minutes, neither team really aiming at the other, though Wash had to correct Caboose's aim a few times to avoid getting hit by his teammate.

There was a pause in the battle, at which Caboose started talking to Washington. "Um, hey Wash? If the Reds have four people, and we only have three, does that mean that the new person gets to stay with us?"

"Sure Caboose," Wash replied, mildly surprised that Caboose got the numbers right. Then he realized what Caboose had said. "Wait, what? What new person?"

Caboose pointed close to the Reds. "The green person over there that is joining in our battle. He's going to attack the Reds!"

"What did Caboose say?" Simmons asked.

"Who cares? When does anyone listen to what Caboose says?" said Grif.

"No, he said something about a-Freelancer!" Simmons cried out in warning when he spotted the forest green armored Freelancer jump into their midst, knocking Donut out with a swift blow. Simmons and Grif fired their battle rifles in a panic, the bullets harmlessly hitting the ground. The Freelancer quickly moved over and knocked Simmons' legs out from under him ("ow, the back of my lower legs!") and wrestled Grif's gun away from him, twisting Grif's arm behind his back.

The unmistakable cock of a shotgun sounded behind the intruders head, and the Freelancer paused, letting go of Grif.

"You're about to get Sarge'd," Sarge said, his tone full of smugness. He didn't even hesitate as he pulled the trigger with his shotgun pointed at the Freelancer's head. But the Freelancer had ducked, leaving the shotgun pointed right at Grif. The gun clicked, empty. "Darn it, Grif! You were the one assigned the duty of bringing extra ammo to battles!"

"I don't bring extra ammo because that means that the battles last longer, and I have to actually do stuff for a longer period of time," Grif said in explanation.

Simmons sighed. "I really think we should reassign ammo duties, sir."

Sarge was about to respond when his shotgun was yanked away from his hands and bashed onto his helmet. The green soldier then swung a kick into Grif's midriff and ended with kicking Simmons legs from under him again.

"Son of a b****!" Simmons exclaimed as he fell down.

Gunshots fired and the green Freelancer was forced to leave the Reds to evade the bullets. The shots hit his armor, not piercing through to flesh, but enough to cause him to stumble. That light blue guy with a yellow trim had really good aim for a simulation soldier. He dashed around the other side of the base, using evasive maneuvers to avoid the bullets that followed him.

Wash lowered his battle rifle as the green newcomer disappeared around the base. "Damn it! Caboose, go see the Reds," he ordered, and Caboose obediently left to where the Reds were. Washington ran after the Freelancer.

The Freelancer slid along the outside wall of the Blue base, realizing that he might have underestimated his opponents. But he wasn't aiming to kill, he just wanted them to stay out of his way, and to find out why they were here when the canyon was supposed to be empty.

He heard footsteps behind him, attempting to be sneaky but not succeeding. He turned to face one of the Blues with teal/aqua/cyanish colored armor. The soldier was holding a metal thing in his hand that didn't really look like it could be used as a weapon...then the soldier activated it, revealing it to be a glowing blue sword. That did _not _look like standard issue equipment.

Tucker lunged, yelling "swish!" as he went, but the green Freelancer easily sidestepped, jumping back as Tucker swung around with his sword. He locked his hands together and twisted, hitting the teal soldier in the back with his elbow, knocking him down. Tucker did a slightly clumsy roll getting back to his feet and managed to somewhat dodge the Freelancer's next punch. He lashed out with his sword, "stab!" but the Freelancer grabbed Tucker's sword arm and twisted, making him drop the sword. The Freelancer kicked it away and let go of his arm.

Tucker backed away slowly, aware of his predicament, but the Freelancer didn't move toward him. The Freelancer was about to say something to the simulation soldier when he saw the blue and yellow one round the base, rifle at the ready. Wash started firing and Tucker ran for his sword. The Freelancer used every evasive maneuver he knew while trying to get closer to the soldier, pulling out one of his SMGs as he ran, firing at the blue soldier's feet, forcing him to dodge. The Freelancer sprinted to cover the last bit of ground, then went low, aiming to knock Wash's legs out from under him. Wash saw this and rolled out of the way, kicking the Freelancer's back as he passed, losing his rifle somewhere in the action.

The Freelancer was caught off guard but it only took a second for him to recover, and send more strikes to his opponent, which were all blocked. This soldier definitely was not a simulation trooper. Wash took advantage of the Freelancer's slight confusion to send a few punches of his own which the Freelancer blocked with his forearms, but that took his defenses off of his midriff, which Wash quickly kicked, making the Freelancer stumble backward. He then swept the Freelancers legs from under him sending him crashing to the ground, and pinned his arm under his foot, preventing him from rolling and getting back up again.

"Wash!" Tucker yelled and tossed his rifle, which Wash deftly caught and aimed at the intruders head in one fluid movement.

"Move and you're dead," he warned the green Freelancer. He could now get a good look at the intruder, who had dark green Mark VI armor with an ODST helmet, and lighter green accents.

"You're...you're a Freelancer," the pinned Freelancer said simply, breathing heavily from the fight.

Wash didn't move. "Who are you?"

The reply was cut off by more voices and the Reds, minus Donut, walked up with Caboose. "I got Red team! I am a very helpful person," Caboose beamed.

"You know, I am getting tired of these guys constantly kicking our a**es," complained Grif.

"Where's Donut?" Tucker asked.

"The new guy knocked him out," Simmons replied.

"Bow chicka bow wow."

Wash glanced over at Tucker. "You could use that phrase for just about anything, couldn't you?"

Tucker shrugged. "Yeah, pretty much."

"As much as I hate to admit it to a dirty Blue, I'm glad they let you join Blue Team, Washington," said Sarge.

"Washington?" the Freelancer asked from his place on the ground. "But he died at Sidewinder."

Wash turned back to the Freelancer. "Apparently not. Now who are you?"

The Freelancer considered refusing to speak, but while he was pinned and had a battle rifle pointed to his visor, he was not in a good position. "Alabama. The name's Alabama."

* * *

**Many Years Ago**

The facilities of the current Freelancer base at the arctic outpost were bustling with activity, with many technicians and medics and various other personnel trying to operate within the more confined spaces than they had gotten used to on the Mother of Invention. Agent Delaware sighed as he tried to find his way through the maze-like halls and various rooms. He had already gotten lost three times, and he was going to be late. Wait...no. He already was late. Though, to make it a little better, people had a tendency to try and let him pass whenever they saw his blue EVA armor and Mark VI helmet with a brown trim and they recognized him as one of the Freelancers.

Ah, Section 8...he was pretty sure this was the place. The crowd thinned some this way, and according to the map he had seen and conveniently forgotten before he started coming this way, his destination was in an isolated corner of the base. All the way across from his temporary quarters. How convenient.

"Hey Delaware!"

He almost jumped out of his armor at the voice and looked around, not seeing the owner to the voice. Finally, a dark figure in gray Mark VI armor stepped out of the shadows, where he blended in so well. The silver accents stood out slightly, however.

"Nebraska, don't do that!" Delaware protested.

Nebraska chuckled. "What, you afraid of ghosts?"

"I'm afraid of you sneaking up on me, and since you basically are a ghost, with how quiet and stealthy you are, then yes. Yes I am. I mean, come on! Were you trained by ninjas or something?" Delaware started walking again, with Nebraska trailing behind him.

"Delaware, not all of us can be as clumsy as you. Or, wait a minute, who was it that screwed up that last mission?"

Delaware sighed. Nebraska was not going to let that one go, was he? "I told you, it was not my fault! It was dark and I don't even know where that big cylinder thing came from! What was in that thing, anyway?"

Nebraska laughed. "It was a propane tank. That's why it exploded."

"Oh," said Delaware. "You have to admit that explosion was pretty cool though."

"Yep."

"So what did you want?"

Nebraska feigned being hurt. "I can't just come and hang out with the worlds worst stealth operative?" Delaware glared at him from under his helmet, and Nebraska shrugged. "Fine, you got me. I was curious as to what the Director wanted you for."

"Oh, that. I don't know, just some specialized equipment I'm supposed to figure out how to move it from one thing into another without damaging it," Delaware replied.

"Sounds boring," Nebraska commented. "Do you know what you're going to be moving?"

"No, they didn't say. I'm only supposed to be going over there now to get familiar with the equipment, and try to transfer it later."

They stopped in front of two different passages, with Delaware trying to remember which way to go. Nebraska pointed to the right. "I think you're supposed to go that way," he said.

"Oh, right. Thanks, man." Delaware turned to go that way.

"I'm going to go see if I can help with some of the preparations for moving base. I'm pretty sure they won't let me in where you're going anyway. Have fun with your computer friends," Nebraska teased, then turned back the way they had come.

Delaware walked down the right-hand corridor, glad that Nebraska had been with him, as he probably would have gone left. He passed some rooms and labs where scientists and technicians did their various duties, and eventually came up to a reinforced steel door. He tried to open it, but it wouldn't budge. A feminine voice spoke from a terminal at the side of the door.

"I am sorry, but only authorized personnel may enter. Please identify yourself."

"Hi F.I.L.S.S., it's me, Delaware," he said.

"Access granted. Nice to see you, Agent Delaware. It appears you are late for your session," she remarked.

Delaware started walking again through the now-open door, talking to F.I.L.S.S. as he went. "I got lost."

"If you would like, I could download the floor plans to your helmet so you could view them whenever you need," F.I.L.S.S. offered.

"Really? That would be really helpful." Something crossed his mind. "F.I.L.S.S.?"

"Yes?" came F.I.L.S.S.' ever patient voice.

"Why is your name F.I.L.S.S.?" he inquired.

"Because I am the Freelancer Integrated Logistics and Security System," she replied.

"Yeah, but you don't really sound like a Phyllis to me," Delaware protested.

"What do you think I sound like, Agent Delaware?" A hint of irritation came into her robotic voice.

"I-I don't really know, now that you ask me," Delaware stuttered. "Maybe...Sh...Shelley? Shirley?" he offered.

"If the Director requests me to change my name, I will do so. But until then, you may call me Phyllis." she said.

"You got it." Delaware was saved from having to say more by arriving at his destination, and F.I.L.S.S. opened another door for him. Behind it was a dimly lit room with lights from various computer terminals on the walls. In the middle of the room was a pedestal with thick wires attached to it, and next to it, propped up, was a light blue-armored body. Delaware found himself staring at that as he walked in, only looking away when the Counselor addressed him.

"Agent Delaware. Good to see you have finally arrived."

Delaware straightened up like he was supposed to in front of his superiors. "Sorry," he quickly apologized.

The Counselor nodded curtly. "Here, you are to learn how each piece of equipment operates and functions. Any attempts to complete the transference will be done at a later date only when the unit in question is stable. Your objective it to obtain that stability and figure out a way to transfer the unit from this terminal," he gestured to the pedestal, "into this," he motioned at the body.

Delaware gaped. "How do I do that?"

"That is what you are here to find out," the Counselor calmly replied.

"So...that body is actually a...robot?" Delaware was confused.

The Counselor nodded. "That is correct."

Delaware took a closer look at the robot. "Cool! I want one. I don't really know what I would do with a robot though." As Delaware started talking to himself while he examined everything, the Counselor turned to the exit.

"I shall take my leave then," he said. "And Delaware?"

Delaware partly turned. "Yeah?"

"Do be careful." With that, he turned and left.


	4. Chapter 4

**It's Tuesday again! Thank you for all the reviews and favorites and all that stuff, and this has been so much fun to write. I like the feedback and hearing what people think of my work, and if there's any questions, they will be answered. **

**I still don't own RvB or Halo.**

* * *

"He's _here? _What could he possibly want here?" Church asked, looking over Carolina's shoulder. They'd been tracking the mysterious killer for some time, and ended up at this place. The box canyon complete with Red and Blue bases, rock wall on one side, open expanse of water on the other. Valhalla.

Carolina advanced into the valley. "We already swept this place clean last time we were here," she said. "But we were after the Director. Maybe he's after something else."

"Yeah, but still. There's nothing here. Unless you count that holographic room, that thing was pretty cool," he added.

"Where is he?" Carolina asked, sticking to the shadows.

Church did a scan. "He's...at the Pelican. Quick question, how do we know it's a guy?"

Carolina sighed. "You're the one locked on to his signal, Church. Look at the armor model. That's the suit designed for men. It's also," she spoke softer, "a suit designed for Freelancers."

"Yeah, because those guys always have to come and f*** up our lives," Church scoffed, then noticed Carolina send him a quick glare under her helmet. "But not, uh, you of course," he quickly covered up.

"Don't deny it Church," she said, moving to the Pelican. "I've caused my own bit of trouble for everyone. That's why we're doing this, remember?"

"A chance to do better and all that?"

"Exactly. Now be quiet, we're getting close."

"You got it," Church's hologram logged off, eliminating the slight light he had cast on Carolina's armor.

"I've got you now," she whispered to the mysterious person as she approached the open back of the Pelican. She could hear the Freelancer rummaging around inside and smiled to herself. He would be trapped. It was almost too easy. "Is it an ambush?" she whispered to Church just in case.

"I'm not really picking anything up in there," he replied.

She nodded, still wary and pulled out her magnums, then walked in the open hatch. The other Freelancer, over by the pilot seat, heard her and quickly turned, falling into a defensive crouch, aiming dual brute spikers at her. She couldn't see his armor color in the darkness.

"Carolina?" came a voice.

"Who are you?" she didn't move from her position.

"How are you alive? I thought the Meta killed you," he said, moving to put his spikers away. "You were one of his first victims. As the Meta, anyway."

"_Who are you?_" she demanded.

"Don't you remember me? We didn't work together very much, though, so I guess it's understandable. It's me," he walked forward, and it appeared as though the shadows themselves peeled away. The silver accents stood out, however. "Nebraska."

Carolina slightly lowered her pistols, but still held them up. "The self-proclaimed 'ghost'?"

Nebraska shrugged. "The one and only. Why don't you put your guns away?"

"I don't know anything about you. What makes you think I'm going to put them away?" Carolina retorted.

"Good point," Nebraska conceded. "What do you want to know while you're pointing guns at my head?"

"Are you the one that's been breaking into those UNSC prisons and killing the other Freelancers?" she asked bluntly.

"Ooh, busted," Nebraska confirmed.

"Why?"

He shrugged again. "Project Freelancer has already been established as the 'bad guys.' I'm just doing the world a favor," he said nonchalantly.

Carolina was confused. "But they were already in prison. Why break in just to kill them?"

"They're Freelancers," Nebraska said this in an isn't-it-obvious tone. "If there's anyone who will find a way to break out of prison, it's us."

"Some of them might be innocent," Carolina insisted, rage building in her. "The Director played us for fools. Not all of us are guilty."

Nebraska didn't respond.

"What are you doing here, anyway?" She was done with his carefree attitude.

Nebraska perked up and pulled something out of a slot in his armor. "I came for this," he showed it to her. It was small, flat, and rectangular with a chain attached to it. It resembled a dog tag. Carolina looked closer and saw words engraved on its surface. _AGENT CONNECTICUT. _Connie's data-file?

She was suddenly suspicious. "What are you doing with that?"

Nebraska chuckled. "Don't worry, I'm not going to release it to the press or anything, and the UNSC already know most of what's on here. Besides, you left it laying around at Red Base."

She realized her mistake in forgetting it after the Reds and Blues refused to help with her quest in killing the Director. She also noticed he brushed away her question. And how did he know _she_ was the one that left it there?

"I don't like this," Church suddenly said in her head, appearing by her shoulder while he started scanning the area again.

"Alpha?" Nebraska asked, then exhaled. "No. You're Epsilon. The memories. I find it interesting that he's with you, Carolina, considering who he's based on. I thought you hated _dear old Dad._"

Carolina, for once, was speechless. How the _hell_ did he know about that?!

"If what you were looking for was at Red Base, then what are you doing here?" Church asked.

When Nebraska looked between the two, not speaking, Carolina recollected herself. "Answer the question," she threatened between clenched teeth.

"I guess you caught me. I knew you were alive Carolina, and I knew you were tracking me and that you would catch up to me. I only came to the Pelican because I knew there was no point in trying to fight you so I let you corner me instead," Nebraska sighed, showing fake disappointment.

"Why?" she said, aware of Church doing multiple scans on the area, searching for traps.

"You remember when you said the Director played us for fools?" Nebraska continued. "And how not all of us are guilty? Well, I guess I must confess. He didn't fool me. I suppose I am one of the guilty ones."

Carolina turned back to Nebraska. She was at the only exit. It was a fairly large one, but if he wanted to get out, he would have to pass her. She was the better fighter, and she had her guns trained on him, ready to burst his skull open at any second. Actually, that sounded like a good idea.

"I would not do that if I were you," a new voice said right as she was about to pull the trigger. She looked around wildly, and saw a yellowish-red glow appear next to Nebraska. "The consequences would be...severe," the A.I. said.

Church looked the other A.I. over. "Who the f*** are you?"

"I thought you knew all the fragments?" Carolina asked.

"Not this one," Church replied.

"Allow me to introduce myself," the A.I. started. "I am Zeta. I was created only shortly after yourself, Epsilon, from the resulting fear of the Alpha after he lost his memories."

"Fear?" Church scoffed. "Then shouldn't you be scared for your life right now or something?"

Zeta hummed thoughtfully. "I like to believe I have learned a little of how not to be afraid since my creation. Besides, I wasn't split off from torture like the rest of the fragments. By the time he lost you, Epsilon, fragmenting had become...an instinctual reaction, and it was his emotions alone that caused my separation."

Carolina lowered her head slightly, narrowing her eyes and focusing on Nebraska. "Enough," she said, and pulled the trigger of her magnum.

Nebraska saw the signs and dove to the side, to get out the way, but there wasn't enough room inside of the Pelican. Carolina saw the bullet deflect off his shoulder-pad and continued watching as Nebraska's momentum was about to send him crashing into the wall. But instead of hitting the wall, he...passed right through it?

"Church?" she demanded, immediately looking for an answer.

"He's got a phaser!" Church yelled.

"A what?" she asked as she turned quickly to leave the ship.

"It's an armor enhancement, it allows him to phase through solid objects!" Church explained as Carolina ran by the side of the Pelican, looking for where Nebraska had ended up. Sure enough, he was retreating to Blue Base. Carolina chased after him, determined to not let him get away. She didn't know what he was up to, but it couldn't be anything good. Church activated her speed unit and they caught up to Nebraska in no time.

She swung a punch at his head, but he ducked under the blow, having seen her coming, and Church was forced to deactivate the unit, as he found it difficult to keep with with already incredibly fast-paced close-quarter combat. Carolina didn't need it, however. She did a side-kick, but Nebraska grabbed her foot, preventing it from striking him. Before he able to do more, she wrenched her leg away from him and threw more punches at him, but he evaded all of them. He was surprisingly good.

However, Carolina hadn't held her position at the top of the leaderboard for nothing, and it didn't take long for her to overpower him, sending a series of kicks his way, and causing him to stumble. She forced him to the ground and he went limp, conceding defeat. Smugly, Carolina trained one of her pistols on him again. "No escape this time, Nebraska," she said.

"Zeta?" Nebraska said nervously. "How about _now?_"

Suddenly, Carolina fell to the ground, writhing in pain as she felt something force itself into her head. Zeta had left Nebraska and entered Carolina, shoving Epsilon out of the way.

"_I am the Alpha's fear,_" Zeta spoke, losing his yellow tinge and glowing a fierce crimson. "_And fear is my domain._"

Suddenly, in her mind, Carolina was a little girl again, a mix of strong emotions roiling about inside of her. Anger, hatred, sorrow, loss...but most of all, fear. She was reliving her worst nightmare.

_Mommy, why didn't you come back? You _always _came back! How could you go without saying goodbye? _It was driving her insane and she clutched her head, screaming. She was vaguely aware of Zeta leaving, but the rest still continued.

Nebraska slowly got up, watching another victim succumb to Zeta's cruelty. Zeta reentered Nebraska and he pulled out one of his brute spikers, ready to finish the job. Zeta, however, stopped him.

"Don't. Leave her."

Nebraska, surprised, looked over at his A.I. "But if she lives, she'll come after us."

Zeta looked coldly down at Carolina. "Let her."

"But-"

"Don't question me! I can easily do to you what I did to her and countless others!" Zeta commanded, his voice frightening. As an example, Nebraska felt Zeta rooting down in his brain, bringing some of his deepest fears to the surface, but not enough to overpower him like they had Carolina. He trembled slightly. He put his spiker away and left Carolina to fall unconscious, the data-file clenched in his fist.


	5. Chapter 5

**Here we are with another update. Thanks again for all the views and favs and feedback, I like hearing what you all think :D We're at about 500 views, so yay! Anyway...**

**I don't own Red vs. Blue or Halo.**

* * *

**Present Day**

The Reds and Blues all backed away from the newcomer warily, each with their various guns trained on him. Alabama got up slowly, and Wash stayed close in case he tried anything.

Alabama looked around at the group. "What are you doing here?"

"I don't think you're in a position to be askin' _us_ questions," Sarge remarked.

"What are _you_ doing here?" Wash asked him.

Alabama didn't trust these guys, and he didn't want to give away any information until he knew more about them. He was kind of at a disadvantage, however. "I'm...looking for something. Well, someone."

"Who?"

Alabama didn't seem inclined to answer that straight away. When Sarge looked down the barrel of his shotgun pointedly, Alabama raised his hands in surrender. "Look, I don't want any trouble."

Grif scoffed. "If you didn't want any trouble, why'd you attack us?"

"The files I read said this canyon was empty, and when I show up, there's still Red and Blue idiots occupying the bases. I wasn't going to just come strolling in here and wait for you to get the jump on me," Alabama explained.

"So you got the jump on us," Tucker said.

"Right," said Alabama. "But if I had wanted you dead, you would be."

Tucker looked at the others. "That's true. He could have easily killed me before Wash showed up, but he didn't."

"Wait, you said you read files about our canyon. So you work with the UNSC?" Wash asked.

Alabama shrugged. "I said I read the files. I didn't say I had permission to read them."

"So you're a fugitive?" Sarge gathered.

"Evading capture by the UNSC wasn't too difficult after I'd been running from Project Freelancer. I got out of that place as soon as I found out what laws had been broken, which wasn't long before they got shut down," Alabama told them.

Wash nodded. "I remember that."

Simmons spoke up. "So does that mean he's one the good guys, if he was running from the Director?"

Wash turned to him. "Not necessarily. The Meta and Wyoming were both trying to get away from the Director."

"We threw an awesome surprise party for the scary Director person," Caboose suddenly chimed up. It was then that they noticed his gun wasn't aiming at Alabama, but rather at Tucker.

"Caboose!" Tucker screamed. "Don't point that thing at me!"

Caboose lowered his rifle, confused. "But we are playing the point-your-gun-at-other-people game! I have to point it at someone!"

"We're aiming at the Freelancer!" Simmons said.

"Ok." Caboose walked over and pointed it at Wash instead. "Hello Agent Washingtub."

"Caboose! Just..." Wash struggled to say something that Caboose would understand. "Go help Donut," he finally said.

"Ok!" Caboose chirped. "I will go help Captain Pastry," he turned to leave.

"Wait, don't help him! Just...go find the guy!" Tucker called after him.

"Ok!" Caboose yelled back, and Wash sighed.

"Uh, guys? You realize that the Freelancer could have started kicking our a**es again while you were doing that, right?" Grif asked.

They realized this and lowered their guns slightly. Alabama still stood in the middle of them all, hands still up. He was starting to recognize this group. He had never run into them before, but he'd heard the stories. "You guys are the ones that broke into Command and stole the memory unit?"

"So what?" Sarge grunted.

"Do you know where it is?" Alabama asked eagerly.

"Woah, why the sudden interest?" Tucker said.

"Why do you want to know?" Wash was still suspicious.

"Because that's what I'm looking for. I'm looking for Epsilon," Alabama replied.

Grif groaned. "Why do you want him for? That guy's an a**hole."

"So you know where he is?" Alabama pressed.

"No. He ditched us again for that crazy Freelancer chick," Tucker grumbled. He hadn't really expected anything else, however.

"Who?"

Wash sighed. "He left with Carolina."

Alabama stared at Wash. "Carolina? As in...top of the leaderboard? As in the dead one?"

"Apparently she never died," Wash retorted.

"We find that happens a lot," Sarge explained.

Alabama sighed, not looking forward to a meeting with Carolina. "I need to find Epsilon. I've chased a lot of dead ends, and he's the only lead I have left. I need him to remember something for me."

"Remember what?" Simmons asked.

"I've been tracking someone for a while, a rogue Freelancer," Alabama started.

Grif interrupted him. "Why does it always have to be Freelancers?"

Alabama ignored him and continued. "He's after something, I haven't figured out what yet, but whatever it is, it's not good news."

"Who is it?" Washington didn't like the sound of this.

"He calls himself the Ghost, and he's pretty much unstoppable. It's all because of his A.I., Zeta-"

Wash cut in, shocked. "Wait, he's got an A.I.? How?"

"But you destroyed all of them except for Epsilon, right?" Simmons protested.

Alabama waited for their outburst to end. "Not all of them were destroyed. Zeta was the only one that managed to get away from the Meta."

"Wait, how'd he do that?" Grif asked.

"I don't know, but he did," Alabama replied.

Caboose returned to the group, with Donut behind him. "I helped again," Caboose said.

"Man, that was crazy! I had the weirdest dream about-" Donut began.

"Nobody cares!" Simmons and Grif shouted in unison before Donut could say more.

Donut huffed indignantly. "Well, that wasn't very nice. We'll see who cares next time I make cupcakes and don't share any."

"Wait..." Alabama was confused. "That's a...guy?"

"We're not exactly sure," Sarge said in explanation.

"It's _lightish-red_! Why does everyone think my armor is pink?" Donut cried in frustration.

"That's because it _is_ pink, Donut," Simmons stated with a sigh.

A beeping noise suddenly started, and everyone looked over at Wash, where the beeping was originating.

Tucker jumped. "What's that coming from?"

Wash looked through the systems in his helmet. He would have said it was his Recovery beacon, but he didn't have that anymore. Finally, he found where it was coming from, and the signal was familiar.

"It's Church," he said. "He's...calling for help."

Tucker sighed. "Are we going to have to go rescue him again?"

"Doesn't he have that robot-shark lady to help him?" said Sarge.

"Yeah," Simmons agreed. "If there's anyone that can help him, it should be her."

"Wait, are you talking about _Director_ Church?" Alabama stopped them.

"No dude, he means Epsilon. We just call him Church," Tucker replied.

Caboose was worried. "Guys, Church could be in trouble. We have to go help him!"

"Why don't we let someone _else_ do it for once?" Grif grumbled.

"I say we help him! If just so I get to watch Grif be miserable." Sarge raised his shotgun in the air triumphantly.

"Well I'm going, and I'm not going to let any of you stop me," Alabama said, waiting for them to challenge him.

Grif heaved a sigh. "I guess I'll go. If I don't, someone's just going to come up with a speech that makes me feel like doing something instead of being lazy."

"You _are_ lazy!" Simmons retorted.

"Yeah," Grif smiled under his helmet. "It's been a good life."

"I wanna go too! This is going to be _awesome_!" Donut exclaimed.

Tucker sighed, handing Alabama his SMGs that had been taken from him. "I guess I'll come with too."

"Right. So where is he?" Sarge asked, turning back to Wash.

He was trying to find the location where the signal was coming from, and finally found it. "Valhalla."

**Many Years Ago**

He sighed and leaned against the branch of a tree, keeping a lookout for any signs of pursuit. They'd been covering ground constantly since they left, and they were both exhausted. But there wasn't any time for rest. Not yet. They were only stopped for a short break, and even though he was exhausted, he took up watch so his sister could rest peacefully for at least a few minutes. North glanced back over his shoulder at South, who had collapsed at the base of a tree and lay motionless. He turned back and looked over the land, bare except for a grove of pine trees here and there. He would always have her back.

There was a few inches of snow on the ground showing the tracks from the jeep they had driven. He worried about that, but it wouldn't take long for fresh snow to cover it up. He kept watching while switching from thermal vision to regular, keeping an eye on the motion tracker.

"Theta, any news yet?"

Theta appeared in front of him, his purple glow looking concerned at North. "I can only catch pieces of what they're saying, but it doesn't sound like they've found us yet. They're still looking for us though, and for a lot of the others." Theta had been attempting to monitor the Freelancer channels to listen in on what was being said.

"Can you tell who else they're looking for?" North asked.

Theta concentrated. "Kind of. They're trying to find Wyoming and York. They're talking a lot about Texas too, I think she got away."

North nodded. That was good that York and Tex got away. He was worried about the others, especially Wash, but he had to look out for his twin. He always did that. "Good job Theta, keep it up." Theta still hovered, and North could feel his concern. "I'll be fine Theta. We've just got to cover as much ground as we can, then I'll rest."

This comforted Theta a little, and his light blinked off.

South looked over at her brother from where she lay. He probably thought she had fallen asleep, but even though she was tired, she was probably in a better condition than him at the moment. She hesitated for a minute, then came to a solid decision. Reaching up to her helmet with her right hand where North wouldn't be able to see, she flipped on her radio and hacked into one of the secure channels.

"Come in Command, this is Freelancer Agent South Dakota," she whispered, quietly enough not to be overheard. North was distracted, so he probably wouldn't hear her if she spoke louder, but South didn't take any chances.

"_This is Command, we hear you South Dakota,_" a voice replied. He sounded unsure of himself. "_You have been listed as rogue-_" the voice cut off.

"Command?" South asked after a moment of silence.

"_South Dakota, what is your current status?_" This voice belonged to the Director.

"Sir," South said in recognition. "We're about five hundred klicks southeast of the crash-site-"

The Director interrupted her. "_I asked for your status, not your location. You have been reported as a rogue agent. Is this true?_"

South paused. "No sir."

"_Good. Is North Dakota with you?_"

"Yes sir."

"_And is he still in possession of the Theta A.I.?_"

South ground her teeth. Everyone was obsessed with the A.I., including her brother. Maybe things could have gone back to being the way they had been, maybe she wouldn't have betrayed him by calling Command...but Theta got in the way. North didn't pay any attention to her anymore. Not the way he used to. He saved that for his precious _A.I. _"Yeah, he is."

"_We have uncovered video footage of the two of you leaving through the hangar. Did he do this without your consent?_"

"Yes sir, he did," South replied, clenching her fist. They had thought that he was better than her, that he deserved more than she did. Well, now he was a traitor. And she wasn't. They would make her a hero. "What are your orders?"

"_Report back to us regularly. Do not arouse the suspicions of North, and don't do anything out of the ordinary. Additional orders will be forthcoming,_" the Director replied.

South was disappointed in the response, but she acknowledged. "Yes sir."

"_You will have to prove yourself to us. Will you be willing to do whatever it takes?_"

There was barely a hesitation this time. "Of course."

"_Good. I believe we have a position for you._"

A new voice spoke over the radio, a feminine one. "_Welcome to Recovery. We look forward to working with you, Recovery Two._"

South turned the radio off and looked backed at North again. "I'm watching your back, brother."


	6. Chapter 6

**Hey guys! I'm sorry, but I'm only going to update once this week, and possibly once next week. I need to focus my time on writing other projects and catching up on this one so...sorry! Most people only update once a week though, right? Anyway, hope no one's upset or anything, and I also hope you enjoy this next chapter!**

**I still don't RvB or Halo :P**

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When Carolina finally came to again, she heard voices around her. Startled, she tried to get up to defend herself, but fell back again.

"Hey, she's waking up."

She opened her eyes to see a slightly blurry gloved hand in front of her, and looked up to see a blue and yellow helmet above her.

"Wash?" she asked, accepting the hand and sitting up. Her vision cleared, and she could now see that they were inside a base, and a the rest of the gang was there as well. "What are you doing here?"

"I called him," Church said, his hologram coming in front of her.

"What happened? How long was I out?"

"Church said it was about five hours. As to what happened, we were hoping you could tell us," Wash said.

Just then, a green-armored soldier walked in. "Whoever did this is definitely gone."

Carolina tensed, and Wash sensed this. "Relax, he's with us. That's Alabama."

"She's awake?" Alabama looked over at her.

"Can you tell us what happened?" Wash asked.

Carolina struggled to stand up, and Wash, not seeing the point in trying to keep her down, helped her up. She leaned against the wall. "We were tracking someone, and he led us here. When we confronted him, it led to a fight, and I overpowered him. I was just about to kill him when...I don't know. His A.I. did something." She shook her head, trying to clear it of the memories that had been stirred up.

Church looked at her, concerned. He had seen everything that Zeta had forced her to live through a second time. Carolina knew this and sent him a glance that warned him not to say anything.

"Who was it?" Alabama locked her gaze, and she couldn't read his expression under his ODST visor.

"Nebraska," Church was the one who answered. "And he had an A.I. with him...Zeta."

Alabama swore. "Sh**. Epsilon, I need you to do a brain scan on Carolina."

"Why?"

"Just do it."

Church grudgingly complied, and finished a minute later. "Everything seems normal to me," he reported.

Alabama looked at Carolina, stunned. "Damn. Do you know how lucky you are? Zeta's victims have been known to be locked up in straightjackets for months after he gets to them."

"So what exactly is this little computer person capable of anyway?" Sarge asked from across the room.

"He's the Alpha's fear," Alabama explained. "But he doesn't appear to be afraid of anything."

"Everybody's scared of something," Caboose commented, but was ignored.

"Instead, he transmits himself to different people and-"

"What, you mean like Omega?" Church interrupted

Alabama glanced at the A.I. "Kind of. As long as it's close to his host, which would be Nebraska, and he can't take them over like Omega could. Anyway, he transmits himself to you and roots around in your mind, bringing out your deepest fears and worst memories and incapacitating you with them. It's driven some people insane." He shuddered, as did everyone else in the room.

Wash walked over to Alabama sympathetically. "Are you speaking from experience?"

Alabama nodded.

Wash turned back to Carolina. "Are you okay? What did he..." he trailed off.

Carolina glared at Wash and bent down to pick up her helmet, which had been removed while she was unconscious. "I don't want to talk about it," she said, clenching her teeth.

Wash nodded and backed off.

"Now you see why he's so dangerous?" Alabama turned to the Reds and Blues.

"Yeah dude. I think we believed you before you said that," Tucker mumbled, trying to not imagine the horror.

"I'm scared," Caboose said.

Church's hologram disappeared for a split second, then blinked next to Alabama. "You said you were looking for me?"

"Yeah," Alabama replied. "I've been trying to get to Nebraska and Zeta for quite some time. Whenever I catch up to them though, Zeta does his...thing, and he gets away. You're the memories. You remember everything about the Alpha and the fragments, right? I need to know...Zeta has to have a weakness, something that will allow us to beat him."

Church sighed. "Sorry buddy. I didn't even know he existed. He was created after I was, so I don't remember anything about him."

Alabama sighed and looked at the floor. Then, he straightened up, resolve in his posture. "Ok. I'm going after him."

"What? But he'll just keep messing with your head until you've gone insane for good!" Wash protested.

"So? That's a risk I'm willing to take. Those two are as dangerous as the Meta was, possibly even more. So far, Nebraska doesn't appear to have any plan of sorts, he was always one to do whatever he feels like, but now it looks like they're looking for something. And I'm going to find out what."

"I'm going with you," Carolina stated suddenly. "He took C.T.'s data-file, the one that contained everything she had gathered on Project Freelancer. Also, I could do with some payback."

"He'll kill you!" Simmons sided with Wash.

"What I want to know is, if he's so powerful, why aren't Alabama and Carolina dead already?" Grif muttered.

"That's a good question," Church said.

Alabama shifted. "Whenever I tried to stop him, he was always forced to leave for some reason or another."

"So why didn't he kill Carolina?" Sarge piped up.

Carolina exchanged glances with Church.

"Right before she went unconscious, Nebraska was about to kill her, but Zeta stopped him," Church admitted.

"But why though?" Carolina asked, confused.

Church looked over the Reds and Blues, the people he had learned to hate, and learned that he could always count on no matter what "You guys don't have to come with. We've dragged you into enough bullsh**."

Sarge walked over closer to the former Freelancers. "I don't know, Blue. We seemed to give the Meta a good a**-kicking. Or did you forget that we were the ones that killed him?"

"Besides, if we don't come with you, then we'd have to go back to Blood Gulch again," Grif complained.

"Yeah, and that place sucks! There's no good soil for planting gardens anywhere!" Donut agreed.

"Can we at least pick up some chicks this time?" Tucker asked. Then he looked over at Carolina. "Some _nice_ chicks?"

"I would also like to hold baby birds," Caboose said, oblivious.

"Shut up Caboose, that's not what he's talking about," Simmons sighed.

Wash turned to his teams. They never failed to amaze him. "I guess we're coming with then," he said to the others. "But we still don't know how to stop them."

"Weren't there any other agents that might know how to stop them?" Simmons suggested.

"Even if there was, most of them were stuck in prison by the UNSC," Carolina answered. "And from what we've heard, Nebraska's been breaking in to kill them all."

Grif snorted. "He broke into prison just to kill them? That's dumb."

"Wait. There was one," Alabama suddenly remembered. "Delaware. He was assigned a few missions with Nebraska, and they supposedly hung out together. I broke into the UNSC recently and read most of what they had on Project Freelancer, including the agents they'd caught. Delaware wasn't one of them."

"If he's one of Nebraska's friends, doesn't that mean he'll try to kill us if we find him? And how do we find this guy anyway?" Tucker inquired.

"When we find him, we'll have him outnumbered," Carolina replied. "It's finding him that's going to be the hardest part. Church, can you scan for Freelancer equipment? If he still has his armor, we might be able to find him the same way we found Nebraska."

"Sure thing," Church said, and started scanning.

Carolina was about to say something else when she noticed something in the dots that had appeared, indicating Freelancer armor. There were three dots in Valhalla with them. Hers, Alabama's, and..."Wash, you traded your Freelancer armor for sim trooper armor, right?"

"Yeah," Wash replied, wondering why she was asking.

Church noticed the same thing Carolina did. "Then why are there three signals? They're all in the same room."

Carolina tried to pinpoint exactly where it was coming from. "Tucker, come here."

"Me? Why?" Tucker came closer, and sure enough, the dot moved.

"Tucker, your armor has an embedded Freelancer signal coming from it," Church said.

"What?! I'm not a Freelancer! I got this-oh. F***." Tucker looked over at Church, who just remembered the exact same thing.

"_What?_ Oh, you gotta be f***ing kidding me!" Church yelled.

"Flowers? You're telling me _Flowers_ was a Freelancer?" Tucker said incredulously.

"You mean your dead Captain?" Sarge realized.

"Wait, hold up. Who's Flowers?" Alabama was trying to keep up.

"He was our Captain back in Blood Gulch before I died. Well, before Alpha died," Church explained.

"So what happened to him?" Carolina asked.

"Oh, he died. It was like a heart attack or something. I took his armor after that," Tucker said.

"Oh, _right._ Yeah, it was a...heart attack. That was sad." Church coughed, remembering the aspirin incident.

"Sooo..." Wash started slowly. "Flowers? You-you mean Florida?"

Carolina sighed, seeing the whole picture. "The Director must have faked his death and sent him to guard the Alpha."

Alabama was getting antsy, and he changed the subject. "Now that that's cleared up...Delaware's last known location was Sidewinder. We should go there and search for clues," he said.

Carolina agreed. "Ok. We'll leave in six hours."

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**I just couldn't resist putting in a scene where they figured that out :)**


	7. Chapter 7

**It's Tuesday again! But you probably already know that. Um, I don't know what my updating is going to be like for the next while, if I'm going to be updating one or twice a week, but no worries as I _will_ be updating every Tuesday. I'm just not sure about Fridays anymore. Sorry. Anyway, thanks to all the viewers, reviewers, favoriters (is that even a word?) and followers and anything else that I might have missed. **

**Oh, and I still don't own anything that doesn't belong to me :P**

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**Many Years Ago**

The Freelancers stepped off the pelican and sank into four feet of snow. Without a word, they started moving east toward their mission directive, traveling through the blizzard that appeared to constantly hang over the land. While Nebraska slipped like a shadow through the snow, Alabama was not quite so invisible, his green armor standing out in the white. A shadow loomed over them, the fortifications of one of the remote bases that had been hidden up here in the snow. And apparently, the base that Wyoming had made his temporary hideout.

They crouched in the snow, looking at the structure that went in and out of sight as the snow blew around the area. Their mission was to recover Project Freelancer's equipment, and, if they could, bring Wyoming back or be able to report his death. The artificial intelligence program Gamma was a priority.

"What's the plan?" Alabama asked his comrade.

Nebraska looked at the wall that stood between them and the base. "You sneak around to the right, I'll take the left. Neutralize any enemies, radio when you find Wyoming. Until then, maintain radio silence."

Alabama glanced behind them. "What about him?"

Their blue-armored teammate was struggling to catch up, floundering in the snow. "You guys are...really good at this," Delaware said.

Nebraska held back a sigh. "Why did they even send you with? Wasn't Vermont supposed to come instead?"

Delaware came to crouch next to them. "Vermont couldn't come because of the implantation, remember? I'm here as back-up," he replied.

Nebraska thought of how Delaware could help. The first part of the mission was stealth and Delaware really wasn't the best for the job. However, he had his own skills. "Wait for us outside of the base until they've discovered our presence. Then come and help."

"That would probably be a good idea," Delaware admitted.

They split up, with Alabama going to the right. He crept near the defensive barrier that surrounded the base, not too close so as to be seen from whoever might be on top, and not too far so as to lose sight of it himself. It met up with the rock face, and there Alabama reached for handholds in the stone and hoisted himself up, scaling the mountain-side. It was tough going, but the rock was rough enough that it wasn't impossible in his armor, and he kept next to where the cliff met the wall. Nearing the top, he froze, hearing voices.

He didn't recognize either voice as Wyoming, and it sounded more like a couple of simulation soldiers complaining about patrolling in the blizzard. Alabama didn't have to wait long for them to leave, walking along the top of the wall to patrol the other side. He quickly climbed the rest of the way and lept onto the edge, taking in his surroundings before moving on. The nook behind the wall was out of the storms way and visibility was higher. There was a base inside and a few side caves and small shelters that connected to the defensive wall. He imagined there would be a large gate somewhere in the middle of the fortifications, perhaps a side-door somewhere, and stairs leading up to it on the other side. Those would be too obvious, however.

Alabama jumped off the ledge and fell some twenty feet, diverting his momentum in a roll as he landed, his armor absorbing whatever shock was left. He got up quickly and took cover before someone spotted him. It was rather roomy on this side of the wall, with plenty of space between it, the shelters, and the base. He could see large objects through the snow, and they appeared to be various types of machinery and vehicles. He passed those and moved on, staying out of sight of whatever soldiers he passed.

He figured Wyoming might be somewhere near the back and made his way over there, trying to find a way to slip inside the base that wasn't the front entrance. He rounded the corner and came face to face with a white and red armored sim trooper, who fumbled upon seeing him, then reached for his gun and lifted his voice to raise an alarm.

Nebraska snuck around the back of the base, looking for an insertion point. He heard the warning raised among the sim troopers and knew that either Alabama or Delaware had been seen, but didn't go to help. They could handle themselves. Not finding what he was looking for, he considered his phaser. It was risky, running equipment like that without an A.I. to make the calculations, and there was always the risk of not knowing what was on the other side of that wall.

But Nebraska was a bit of a risk-taker, so he activated his armor enhancement and rushed through the wall, pistol at the ready. He had learned that it wasn't a good idea to go through a solid object slowly, especially without an A.I., as it might screw around with his insides. As it was, he swallowed a bit of bile that had risen in his throat and fought a slight wave of dizziness as he shot at two sim troopers that were in the room he had emerged in. The rest of the room was clear, so he moved on.

He made his way up a ramp that led to the second level in the base, and sure enough, he saw Wyoming. Wyoming was by a small window, quickly getting his gear ready. Nebraska creeped across the room, deadly silent. Wyoming stiffened as he was about to pick up his sniper rifle when the unmistakable click of a gun sounded right behind his head.

"Knock knock," Nebraska taunted.

Wyoming didn't move. "Who's there?"

"I am," Nebraska replied smugly.

"I am who?" Wyoming slowly turned to face Nebraska, his hands in the air.

Nebraska couldn't resist. "I am about to blow your head-"

There was a loud gunshot behind him, and a sharp pain in his right shoulder. Nebraska whirled around to see another simulation soldier had crept up behind him. "You really thought I didn't see you coming?" Wyoming asked as he grabbed his rifle.

"We should leave. There are more of them," Gamma said in his broken vocal pattern as the sim trooper fired more shots.

Nebraska moved out of the way as the simulation soldier kept firing and rushed at him. His shoulder stung like a b****, but he ignored the pain. The sim trooper was backing up, obviously scared, and Nebraska made short work of him. But the slight distraction was all Wyoming needed to get away, and by the time Nebraska turned back to his quarry, he was gone.

Nebraska swore and checked his shoulder quickly. The bullet had grazed his shoulder-pad which had slowed it down, preventing it from going clear through the flesh and muscle, but he still had a bullet lodged somewhere in his shoulder blade. There was nothing he could do about it now, and hopefully it wasn't too deep. He chased after Wyoming.

Delaware scrambled around outside of the wall, trying to find a way in. He couldn't go over like the others had, and he was suddenly wishing that they had thought this part of the plan through. He heard bullets the other side of the wall hitting about where he was, but with the smooth stone between him and bullets, he was pretty safe. He heard sparking electricity nearby and a slight grinding noise, and saw that a small doorway had opened slightly, the controls hit from the other side of the wall. He hadn't seen the doorway before, and clearing off some snow that had collected around it, he was able to find the control panel on this side.

Frantically, he started pushing buttons, trying to override the commands and get it to open for him, but apparently something had been damaged. Delaware glared at the small gap, only large enough to fit his arm through, and tried pulling it open, but it wouldn't budge. Finally, he activated his armor enhancement and heaved. The a loud groan, the door was forced to slide back in, and Delaware smiled to himself. Strength enhancements weren't very creative, but they weren't complicated, and sure were useful. He didn't get many opportunities to use it.

He went through the doorway, and sim troopers were everywhere, firing bullets all over the place trying to hit something. Out of the corner of his eye, Delaware saw a flash of green and knew it was Alabama. He pulled out his assault rifle and fired aimlessly, charging through the soldiers and to the other side of the compound, diving behind a large object. He leaned out and continued to fire his gun until it clicked empty, then he ducked behind the purple plating of what he was hiding behind to reload. It was then that he actually looked at what was in front of him.

It was about twice as tall as him on this side and oddly shaped with a lot of curves, and on top looked like some kind of gun. Around the edge, he saw an open flap that looked like someone was supposed to climb inside of it. He gazed at it for a minute, then snapped a picture in his helmet and sent it to Command.

"Uh, F.I.L.S.S.? Is this what I think it is?" he asked over the radio.

"_That is a Type-26 Assault Gun Carriage, or Wraith. It is a piece of alien technology used similarly to a Scorpion class tank,_" she replied.

"What are sim troopers doing with alien technology?" Delaware said more to himself than to F.I.L.S.S. He was staring at the open flap.

F.I.L.S.S. answered him anyway. "_It was probably no longer useful to the research teams and sent here for testing purposes._"

Delaware finally made up his mind and clambered up, jumping inside. There was a glowing button that he assumed would activate the machine for him, so he pressed it. Glowing lights popped up around him, showing him the various functions. "None of this makes any sense!" he cried, staring at the controls in dismay.

"_Would you like to learn the basic uses of this vehicle? My data is limited, but I could give you a tutorial on the usage of alien weaponry,_" F.I.L.S.S. offered.

Explosions sounded around the outside of the Wraith, and Delaware peered at the screen, looking at his surroundings. The simulation soldiers sure knew how to make a mess of everything, and he could see Wyoming coming out, trying to get a shot at Alabama. There wasn't much time, or Wyoming would get away. He politely declined the tutorial and got ready to use the controls, hoping that the symbols on them meant what he thought they meant.

Nebraska rushed outside the base and ran to a tunnel in the rock, his feet dodging sniper rounds as he burst through the opening, getting a gun to the chest as he almost ran into Alabama. When Alabama saw it was just him, he quickly lowered his gun and pulled the pin out of a grenade, throwing it through the entrance. Nebraska crouched next to his partner.

"So what's the plan now?" Alabama inquired.

"Kill Wyoming and get his equipment," was Nebraska's reply.

Alabama scoffed. "Nice plan. With him aiming that sniper rifle of his at us, I don't think we're going anywhere anytime soon. Where's Delaware?"

Nebraska shrugged. "He should have come as soon as he heard the gunshots."

There was the sound of something large and mechanical being activated. "That doesn't sound good," Alabama whispered.

Something huge then rammed into the rock they were crouched behind, causing pebbles and dust to fall over them.

"Definitely not good," Nebraska agreed. He edged around the corner and looked out, his eyes widening as he saw the Wraith. "We're in trouble."

Alabama peered around the other edge. "Wait..."

The Wraith hovered for a minute, as if uncertain, then turned a little before ramming the spot again. Alabama and Nebraska jumped back. "Sorry!" they heard a muffled voice yell from inside the vehicle.

"That little-" Nebraska took a deep breath. "What does he think he's doing? Does he even know how to use that thing?"

Alabama was rather amused. "Not likely, but the simulation soldiers seem pretty scared of that thing."

It was true; they were all running in erratic patterns, most of them shrieking at the top of their lungs. Where did Command find those guys anyway? "As long as he helps us corner Wyoming and doesn't kill himself-or us."

Delaware almost punched the controls in frustration, but that wouldn't help at all. "I said turn! Stop boosting! Ah, there it is!" Finding what he was looking for, he yanked on it and was rewarded with a rather abrupt twist of the vehicle, causing him to hit his head. Looking at the screen, he saw Wyoming trying to get away. Wanting to go forward, he pressed something to his left...and watched as a huge blue ball of plasma energy blew a chunk of rock out from behind Wyoming.

Delaware hadn't meant to do that. "Maybe I shouldn't have rejected the tutorial," he muttered. Why did alien technology have to be so difficult?

Nebraska and Alabama came running out and Wyoming realized his predicament. He retreated back in the direction of the base, firing shots with his sniper wildly, not having any time for aim. Nebraska smirked to himself, knowing Wyoming would be trapped. Delaware, however, saw something different. Wyoming was headed for the base, but instead of turning toward the entrance, he was going to the side. That was where Delaware had found the Wraith, and where a jeep waited for Wyoming.

Delaware randomly pushed what his hand was on, and the plasma ball soared through the air and hit the jeep as Wyoming was climbing into it. The jeep exploded and all that was left of Wyoming was twisted, blackened remains.

The three Freelancers stared at that for a moment in silence, until the roar of an engine startled them. A mongoose darted from the side with a white armor-clad figure on it and pushed past Nebraska and Alabama to get to the opening. "Very sorry, chaps! Looks like you won't be getting me this time after all!" Wyoming called, his voice full of smugness. They had momentarily forgotten about his time distortion unit.

Nebraska instantly reacted, his pistol drawn and fired at the mongoose as it's form disappeared in the blizzard, but it was for naught. He was already gone and with the jeep destroyed, they had no way of catching up with him.


	8. Chapter 8

**Alright, here's the next chapter! It's a little shorter, sadly, but we get to see inside the mind of one of our antagonists. I have to say, I really like that guy. He's probably one of the coolest bad guys I've come up with so far. Anyway, doesn't mean you have to like him. But I hope you do. So uh, let me know what you think! I love listening to-or reading-how people like my stories!  
**

**I don't own RvB or Halo. If I did...that would be cool. But I don't, and I'm not claiming to. **

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**Present Day**

The Reds and Blues had rounded up three Warthogs for the trip, and were now well on their way to Sidewinder. The Blues had a vehicle, as did the Reds. Despite the pleading of Donut, the Reds refused to let him ride on someone's lap and made him man the gunner on the ex-Freelancer jeep with Carolina and Alabama. After the first few hours on non-stop talking, he wisely shut his mouth before Carolina strangled him.

"So what do you know of Delaware?" she asked Alabama, wanting to know as much about their quarry as she could.

"Not a whole lot," Alabama replied. "I was only stationed with him once or twice. He wasn't sent on very many missions, and wasn't usually a very good soldier. The Director kept him around because he dealt with really large guns, and had a thing for electronics."

"So is he dangerous?" Carolina questioned.

"Yes and no. I wasn't there, but I heard once about one mission that he went on, he personally took about ten or so Insurrectionists. Vermont, his partner for that particular mission, didn't see him do it, but when he came back they were all dead. No one really understood why he was in the project because he was such a bad Freelancer, but then every now and then things like that would happen."

"I don't remember anything like that," she remarked.

"That's because you were at the top of the leaderboard. Those of us lower down got sent on different kinds of missions than you guys did. The less important ones. You probably just didn't hear about it," explained Alabama.

She glanced over at him. He was probably right. She never did pay any attention to the lower-ranking Freelancers. "So...what happened to Vermont?" She vaguely remembered him from before. "Was he captured by the UNSC?"

Alabama shook his head. "No. He was killed by the Meta."

There was silence between the two, and Donut had probably fallen asleep.

Church's hologram appeared between the two. "Man, I can't shake the feeling that I've met him before, but I can't clearly remember. I think it's one of the Alpha's memories, but I don't know if it was before or after he got a body."

"Vermont?" Alabama turned to the A.I.

"No, Delaware," Church retorted.

"Is there anything else you know about him?" Carolina pressed Alabama. She didn't like not knowing about her enemies.

Alabama simply shrugged his shoulders. "Not really. The Director had him working on something after crash, but no one knew what it was."

That sounded ominous to Carolina's ears, and she had to consent herself to limited information. She would just have to be prepared for whoever this guy was and whatever he did during and after his time at Project Freelancer.

In the jeep behind them, the Reds were in the middle of a conversation.

"So how many times do you think we can do this before eventually one of us gets killed?" Grif grumbled in the drivers seat.

"I don't know," Simmons said from the gunner position. "Statistically, we should have died a _long_ time ago, yet we seem to be pretty lucky."

"Yep. Despite our best attempts," Sarge scowled at Grif.

"That Blue guy died though," Simmons stated.

"Dude, he died like, fifty times," Grif corrected.

"No, I mean the last time. With the emp."

"But he still managed to come back, that tricky backstabbing dirty Blue!" Sarge exclaimed.

"I still don't think that qualifies as backstabbing, sir," Simmons sighed.

In the Blue vehicle, Wash and Tucker were currently in a debate.

"It just doesn't make any sense to me, man," Tucker protested.

"It makes perfect sense!" Wash exclaimed.

Tucker stared at Wash, unable to see the sense of the current Blue leader. "Why does a jeep need six pedals anyway?"

"Why is it called a Warthog?" Wash retorted, not expecting an answer.

"Because of the tusks," Tucker replied quickly.

Wash looked over from his driving to glance at the teal soldier. "Tusks?"

Tucker gestured to the front of the car. "You know, those little metal things in front?"

Washington shrugged lightly. "I always thought the jeeps looked more like some type of cat or something." He then changed the subject. "Caboose, how are you doing back there?"

"I am not on anyone's back," came his reply.

Tucker groaned. "Caboose, if you try to make me give you a piggyback ride again, I'm going to f***ing shoot you."

Wash suddenly remembered something. "Caboose, wasn't there something you wanted to tell Church?"

Caboose looked down sadly. "I forgot to bring orange juice."

"But you said you wanted to tell him something."

"I forgot what it was." Caboose said. After a minute he suddenly exclaimed "I miss him so much!"

"You mean Church? Dude, he's like, right in front of us," said Tucker.

"It's been two whole hours since he talked to me!" Caboose protested.

"That sounds like such a long time," Tucker muttered sarcastically.

Caboose started yelling at the top of his lungs. "Church! Church, can you hear me? I have to tell you something!"

"_What?!_" Church yelled back, and they could vaguely see his small hologram looking towards them.

"Hello!" he shouted. "Ok, I'm done," Caboose settled back, obviously satisfied.

Tucker grumbled and Wash sighed and shook his head. Any trip with Caboose was bound to be a long one.

**Many Years Ago**

Nebraska rolled his shoulder lightly. The doctors had pulled the bullet out and patched it up pretty well, but it was still sore. Not that he minded. He stood in the shadows, watching the passageway that led to the more secure levels of the base, where only authorized personnel were allowed access. He blended in but wasn't invisible, and anyone who saw him wouldn't think anything of it. But he observed and contemplated to himself, watching those who came and went, noting their names, jobs, and skill levels. The Director might have everyone else fooled, but not Nebraska. He had thought the Director was suspicious fairly early on, and after some digging, he found out what it was that he had been hiding.

If anything, he found it amusing. The Director set all of this up, acquired all of this technology, conducted all of his experiments and then quite possibly threw it all away by breaking the law. For what? Nebraska didn't know, and in all honesty, he didn't care. What he hadn't been able to figure out was what he was going to do with that information.

Nebraska wasn't like the other Freelancers, most of which had come from military operations. There were some, Delaware was probably one of them, that had come from places other than the army and been recruited into Project Freelancer because of their skill sets, but they had all worked for the UNSC. But working for the UNSC wasn't necessarily the same as being a soldier, and Nebraska hadn't signed up to save lives. He didn't go out of his way to kill people unless it was profitable for him, either. He was an adaptable soldier and went wherever the flow took him, but UNSC military didn't quite suit him. Too many protocols and restrictions for his taste. He was exceptional at what he did, and he took advantage of that, and didn't have any loyalties. If things didn't go his way with the project, he had no qualms about selling his services to whoever had good pay. In times like these, there were plenty of people that could use a guy like Nebraska.

So he wasn't about to turn the Director in. He wasn't going to play the good guy and put a stop to the Director's activities. He went over his options. He could just watch and see how it all played out. Whatever happened, Nebraska wasn't worried. He was confident that he could roll with the tide of war and survive wherever the waves carried him. He could play the innocent, unknowing pawn of the Director if they got caught. _When_ they were caught, he reminded himself. It was only a matter of time. Or he could run. He was good at looking after himself, and he knew the UNSC wouldn't be able to lay their hands on him unless he allowed them to. Or...he could blackmail the Director. It was risky, but Nebraska wasn't as good as he was by playing it safe. He didn't know what he would blackmail the Director for, but the profits could be great.

His mind wandered to the A.I. programs. Some of the agents had gone crazy with desire for A.I., and others had been driven crazy by the A.I. themselves. They thought of the A.I. as simple tools to make them better, more efficient in the field. Nebraska wasn't like them. The prospect of being paired with an artificial intelligence excited him, but he wasn't about to go to such drastic measures as others. And he wasn't excited about sharing his head with a computer. He also understood that the A.I. had personalities of their own, and weren't simple machines. True, they weren't _full_ personalities, for reasons which Nebraska knew, but they weren't mindless.

At the moment, however, Nebraska didn't care about the fate of Project Freelancer or any of those involved. So for the time being, he did nothing. He just watched, listened, and melded into the shadows.

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**P.S. You guys are awesome!**


	9. Chapter 9

**Alright, so I was a little nervous writing the "Many Years Ago" part of this chapter, mostly because I didn't even know how I imagined it. I hope you guys like it though. As always, thanks for all the wonderful reviews and favorites and all that stuff. I really like it :)**

**If anyone hasn't checked out _Phase One: Genesis_ by _The Freelancer Collaboration _then you totally should. There's a lot of great people working on that. And also me. I'm not going to call myself great, I'll let you be the judge of that, but I'm writing for North on that.**

**I don't own _Red vs. Blue_ or _Halo_. They belong to people that aren't me. **

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**Present Day**

The teams gathered on a small outlook and gazed at the familiar icy plain. Grif shuddered as he looked at the cliff, remembering being dragged over the edge by the Meta. They weren't interested in that, however, but in the large base that was built into the mountain. They watched as guards in UNSC uniforms patrolled around the base.

"What's the significance of this place?" Tucker asked, confused as to why they were at this location again.

"This is where Project Freelancer set up a temporary base of operations after the crash," Carolina answered.

"What crash?" said Simmons.

"Project Freelancer used to only exist on a Frigate-class warship. They still had the simulation bases, but the ship was where they conducted all of their experiments. Texas disabled the ship when she broke in looking for the Alpha, and it crashed not far from here," Alabama explained.

"She did? Those things are huge!" Simmons exclaimed.

Church scoffed. "Are you surprised?"

"No, I guess not," Simmons muttered.

Wash turned to Carolina. "But what do you think we're going to find here?"

"I don't know," she replied. "Anything."

Church flickered slightly. "The UNSC probably downloaded whatever information on Project Freelancer they could find. If we can get in, we might be able to hack their computers and see if we can find personnel files," he suggested.

"How do we get past all the guards?" Sarge inquired.

"There's not that many down there; this base must not be a high priority to the UNSC," Wash said.

Alabama shifted in the snow. "I know the layout of the base, I could probably find us a way in. If half of us provide a distraction, the other half can slip in unnoticed."

"Bow chicka bow wow."

"We're going to need volunteers for both teams," Carolina said. Alabama stared at her. The Carolina he remembered would immediately take charge and start ordering the sim troopers around. Wash just smiled slightly, glad that she had toned it down a little since their last mission. She continued planning. "I'll lead the diversion, and Alabama will have to be with the infiltration team."

"Infiltration?" Donut asked. "I'm good at finding rear entrances!" he said excitedly while the others just groaned.

Sarge turned to the maroon soldier and started talking loudly. "Simmons, you're good with computers. Why don't you go with them?" Glancing around at the others suspiciously, he continued in a lower voice. "I want you hack into Command's computers just like you did when you deleted the Blues."

Simmons looked at Sarge skeptically. "You want me to erase the Blues again?"

Grif snorted. "Yeah, like we didn't go through a bunch of trouble just to get them back into the system."

Sarge shook his head. "I want you to find Grif in their database and change the information to be the most horrible and humiliating thing you can think of!"

"Sir, I don't think-" Simmons started.

"Wait," Sarge interrupted. "No offense Simmons, but you're not the most creative person when it comes to Grif's humiliation and defeat."

"Sir, is that really-" Simmons tried again.

"We're going to have to come up with some sort of telepathic way of communication, so I can tell you exactly what the absolute worst thing is we can come up with!" Sarge exclaimed.

Grif was confused. "Why not just use your helmet radios?"

"So that the Blues don't listen in on our secret plans!" Sarge said like it was obvious. "What else would they be doing besides spying on us?"

"So let me get this straight. You don't want the Blues to hear about this, but you're letting Grif know about it when the plan it to humiliate him?" Simmons asked incredulously. Then he shook his head, remembering that his superior officer could be unreasonable at times. "Never mind. Sir, I'm not sure that humiliating Grif is really a priority right now. I mean, with another evil A.I. on the loose-"

Sarge cut Simmons off. "Not on top of our priority? That's _always_ a priority! Good golly Simmons, where's your head? Oh, and add that to the list of things we're going to add to Grif's profile." He chuckled, looking over at his orange teammate. "Headless Grif."

"Sorry Sir," Simmons sighed.

"Now come on Grif!" Sarge said. "Let's go provide them with a distraction worthy of the Red Army! Ooh-rah!" With that, Sarge turned and left for one of the Warthogs, Grif grumbling behind him and climbing in the drivers seat. Tucker followed them.

Wash turned to Caboose. "Maybe you should go with Tucker, Caboose," he said, trying not to imagine what trouble he would get into if he went with the infiltration team.

"Ok!" Caboose replied. "I played the decoy game once. We did it to save Tex! I shot the Red and Tex was saved and Church was very happy with me and he asked me if I would be his best friend and I said yes and-" he prattled on while he walked over to the others.

Wash turned to Alabama. "I'll go with you. You could probably use the extra backup."

Church looked at them. "Hey, someone's gonna have to transfer me. I can't go with the infiltration team if I'm with Carolina," he said.

Carolina turned back to the base as the teams prepared for the action. Delaware wouldn't be able to hide from them. And after that, neither would Nebraska. Neither would Zeta.

**Many Years Ago**

The array of wires, power sources, and blinking lights was beginning to get to Delaware. Not only was moving a piece of equipment like this difficult in itself, but keeping the unit stable? That normally wouldn't be a problem, but this had been through quite a bit of stress. There wasn't anything wrong with it physically, but he could tell by the lights glowing inside of it that it had been damaged. Except that there was nothing wrong with it. It would just go crazy without any prompting, even when it wasn't turned on. To add to that, Delaware wasn't exactly sure what the thing even was. But the robot was set up next to him and he had tried not to disassemble it too much, only enough that he could complete the transfer. And maybe a little more.

He was just about to hook up one of the cables when the unit started pulsing. He sat up straight, looking at it. Delaware moved over to it to stabilize the unit so it wouldn't hurt itself, as the Counselor had told him it might do. But how a piece of technology could try to hurt itself while it was turned _off_ was a mystery to him. He wanted to find out how it could do that. The Counselor wouldn't tell him what it was, as apparently it was top secret, but he wanted to find out anyway. Not to be rebellious, or disobey orders, or because he thought there was something suspicious about it all...he was just curious.

He started the procedure that the previous technicians working on this project had shown him to keep the unit stable, trying to operate the machine the unit was hooked up to. Every piece of equipment in here was rather complicated and obviously very expensive, so Delaware could see why the Counselor was hesitant to let him work here. It wasn't his fault he was the way he was...sometimes he just got excited. He kept his hands steady as he operated the controls, however, and things went smoothly. That is, until he accidentally pushed the wrong thing.

"Oh man. I promise I am better at this than it seems," he muttered. He felt like a little kid now, trying to figure out what the unit was doing and trying to clean up after his mess before he got in trouble. He really hoped he wasn't being monitored right now. However, the unit didn't freak out to whatever he did. It didn't need stabilizing anymore, but it was...active. Had he accidentally activated it? The Counselor had told him not to do that. Suddenly, a voice came from the unit as Delaware was trying to find the 'off' button.

"What the hell? Where the f*** am I?"

This startled Delaware, as he didn't know it could talk. Was it a radio or something? "Um...hi. Who are you?"

"Who am I? I'm uh...I'm Church!" the voice said. "Who are you?"

Church? For some reason that name sounded familiar, but Delaware couldn't place it. "Oh. I'm Delaware."

"Delaware? That's a stupid name," Church remarked.

Delaware didn't have anything to say to that. He inspected the unit, where the voice was coming from, and he suddenly realized something. This was one of those A.I.! But Church was a weird name for an A.I., as most of them were named after Greek letters. Delaware simply brushed that thought away. He didn't really want to push more buttons to try to get the thing to shut off, so he bent over the robot again to finish his work. It would be nice to have someone to talk to while he tried to get this figured out.

"So where am I? And why can't I see anything? Am I f***ing blind?" Church asked.

"I can't tell you that. But soon someone else is going to come and explain things I think," Delaware said as he disconnected a cord to the exposed mechanical back of the robot and hooked up a cable instead. He wanted to make sure he had that right before attempting to get the A.I. to transfer successfully.

Church was getting irritated. "So why can't I see anything?"

Delaware glanced at the innocent-looking object that Church was stored in. "Probably because there's no visual outlooks," he replied.

The A.I. was silent for a moment. "Are you an idiot?" he finally said. "What the f*** are you talking about?"

For an A.I., he sure had a temper. He ignored Church for a minute in favor of his work. If he could just clamp this into that, it might open it up so that...the unit started reacting to something as soon as he did that. "What are you doing?" he asked Church.

"Me? I'm not doing anything. Hey, should I go through there?" the A.I responded.

"Through where?" Delaware looked at the cables connected to Church. "Wait, you can go through there? Yeah, then do that." After all, why should Delaware do the transfer when Church could do it himself? He watched as the glowing light in the unit started sliding through the cable, hesitating here and there, and then the light finally reached the robot.

"Great," muttered Church. "Now what? I still can't see sh**. And I can't move anything."

"That's because I'm preventing you from doing so," Delaware responded.

"What?! You're such an a**hole."

Upon inspection to make sure that Church really was inside, Delaware closed the connection and began the long process of unhooking the cable. "You'll be able to see and move as soon as I'm done. Hey, I'm going to have to shut you down for a little bit, do you mind?"

Of course, Church protested. "Do I mind? _Of course I mind! _You think I want people messing with me when I have no f***ing clue what-"

Delaware cut him off by shutting him down anyway. It was easier while the A.I. was inside of the robot, rather than in the unit. Sighing, he went to finish up. While he was glad he didn't have to struggle with this anymore, the fun part was over. Oh well. The Director would probably be happy that he had figured it out. Delaware continued working, imagining all the things that they were going to do with the A.I. and his new robot body.

**Present Day**

Wind. Snow. Ice. Cold. It was like this...every. Single. Day. Jacobs glanced over to his partner, Philson, who was shivering in his armor.

"Man..." Philson muttered. "It's f***ing cold."

"This sucks," Jacobs agreed. "When are we gonna get some action?"

"Why are we even here?" Philson asked.

Jacobs turned to Philson. "I don't know. This apparently used to be the base for that evil organisation, and they want us to guard it. I mean, guard it from what?! Nobody's ever going to come here. Who _would _come here? It's just a remote base...in the middle of nowhere."

Philson was silent for a moment. "I meant metaphorically-"

"Who cares?" Jacobs interrupted. "I mean, there aren't even enough soldiers stationed here to fend off an attack if anyone ever decided to attack us. And what is there to guard?"

"I think the UNSC are just claiming this base as theirs...without putting any real effort into _keeping_ it theirs," Philson said.

"Yeah, that's why they should put _us_ in charge," Jacobs proclaimed.

"Well, that would certainly be something," Philson said. Something caught his eye, and he squinted into the distance. "Hey, Jacobs?"

"We would do such a better job than they would anyway. And what about taxes? If I was in charge, I would make it so I didn't have to pay anything."

"There's something-" Philson tried again.

Jacobs wasn't finished with his rant. "_But_ I would like it if people paid me. For no reason. I would like...set up something where they had to pay tribute to me...you know, for being such an awesome person."

Philson sighed. "You would make such a _great_ leader," he muttered. "Something's coming-"

Jacobs missed the sarcasm. "I know, right! I would be the best leader...ever. Of all time."

Philson angrily nudged his annoying partner. "Shut up, there's something coming dude!"

Jacobs shrugged Philson off. "Alright, man, what is it?"

Philson pointed and Jacobs looked. There were two trails of snow being kicked up into the air by a couple of vehicles, which were close enough that they could vaguely hear the engines.

Jacobs glared at Philson. "Why didn't you point this out earlier?! Now the rest only have a few minutes to get ready."

"But-"

Jacobs brushed off whatever Philson had been about to say. "Go announce the arrival of these bogeys. Don't hit the alarm quite yet." Glaring, Philson left to do just that, and Jacobs turned back to the incoming jeeps, contemplating them. He apparently forgot what he had just said to Philson, as he started asking a question. "Hey Philson, do they look like they're about to attack us, or do you think they're friendly?" When there was no answer, Jacobs turned to see Philson at the side of the base. "What are you doing? _Get over here!_" Jacobs yelled at him.

"I'm doing what you said!" Philson yelled back, getting extremely tired of his a**hole of a partner. He turned to go back to him, when he stopped in his tracks. Instead, he slowly backtracked until he bumped the wall with his back, and his hand slammed into the alarm.

"_What are you staring at?!_" Jacobs yelled, his back turned to the jeeps. Philson merely pointed, and Jacobs turned. "Oh, you've gotta be-"

He dove out of the way, landing face-first in the snow as the jeep raced past where he had been standing, and started firing at the side of the base, chunks of rock and concrete getting blasted out with each shot from the gauss cannon.

"Yaahh, it's the Reds!" the red soldier in the shotgun seat of the jeep yelled gloriously.

"I am having fun!" shouted the blue one manning the turret.

"Why did I sign up for this?!" screamed the orange one in the drivers' seat as he turned the jeep sharply to avoid crashing into the side of the base. They turned back the other way, away from the base when the second jeep came up.

The two teal soldiers in that one jumped out and started tossing grenades as more UNSC troops came rushing out of the base to meet the threat. Tucker turned to Carolina. "What's the plan now?"

"We don't need to kill them, we just need to make it loud to bring all their attention to the front," she said, keeping her gaze on the base.

"But how do we do that and not get killed?" Tucker asked.

Carolina finally glanced at him. "Just don't get shot," she then turned and ran for cover, firing her pistol and exploding a few fusion coils while she was at it, forcing the soldiers firing at her to take cover. Tucker ran after her when the Warthog returned and Caboose provided cover fire for him, randomly hitting everything. Sarge was firing his shotgun into the fray of UNSC troops, but with the gun's limited range, none of the shells hit.

Carolina was suddenly pinned, trying to dodge the shots being fired from a missile pod. "I need back-up!"

"I'll back you up! Bow chicka bow wow-" Tucker was cut off as one of the missiles exploded much too close for comfort.

"I will help!" Caboose suddenly jumped down from the Warthog and ran up to the soldier holding the missile pod. "Do you want some help? Here, I will help you! You can have my bullets to shoot the mean lady with!" Caboose tried to offer the confused soldier his ammo, but he couldn't get the clip out, so he just helped the soldier the other way. When the soldier fell down, several bullet-holes riddling his body, Caboose quickly turned away. "Not my fault!"

He could hear Tucker from where he was crouched. "Caboose, if you say-"

"Tucker did it!"

Carolina, now in the clear, reached up to her helmet radio. "Wash, you should be clear. Make it quick."


	10. Chapter 10

**Alright, another Tuesday, another update. The hunt for Delaware continues, what are they going to find? And a couple of someones we haven't seen in a while, what are they up to?...**

**Disclaimer: I don't own RvB, it belongs to Roosterteeth.**

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**Many Years Ago**

He frowned as he swiped at the small shapes with his fingers, working his way deeper in. Jobs like this were difficult and required patience. However, this wasn't military-grade security like he'd gotten used to over the years. He could do this. He just needed to move this over there and get under that and touch that there and...the door to his left clicked and slid open.

No alarms. No people. Even if anyone knew he was here, he doubted they would care. Unless they actually knew who he was...then they probably would care. Being a fugitive of the UNSC just because he knew the dirty secrets of one of the top branches wasn't exactly what he would call fun. The rest of the UNSC had no idea about what Project Freelancer had done...and as long as he was a fugitive, there wasn't anything he could do about it. A small light appeared in front of him.

"I must object to hiding out in this location. Statistics state that there is a higher probability of being caught here than many of the other locations we scouted," the green hologram stated.

York locked the door behind him, then started wandering around the abandoned building. "I know that, but we're on the outskirts of a city. Any radio frequencies are going to be boosted the closer we are to more people," York explained. "You know, so we can listen in on stuff."

"I see," Delta said. "Is this about your hopes to find Agent Carolina?"

"Don't get started on me about that, D," York sighed. He didn't deny it though.

Delta started hacking the signals until he found the military frequencies. It only took him a few minutes to find the one that belonged to Project Freelancer. York was right. It was easier now that they were closer to civilization. With the security measures they had, he probably wouldn't have been able to do it, but Delta had been created by Project Freelancer. He knew how they worked. York continued his investigation of the building. It had three floors, with badly shuttered windows, holes in the roof and unstable floors. No wonder it was abandoned. There were a few empty crates and metal pieces laying around, but not really anything of use. He didn't even know why the door was locked if it was a simple thing to climb in through other means. For whatever reason, it was a suitable place to hide out for at least a little while.

"Hey D, you got anything yet?" York asked after a while.

Delta hologram appeared again "I am confused. By 'got anything,' are you referring to the information I have been gathering?" Delta replied.

York did a facepalm. "Yeah. What have you found out?"

"I have yet to find any communications that speak of Agent Carolina. However, a team was sent to capture Wyoming, but he evaded their attempt."

"So Wyoming got out? Good for him. Though I feel bad for whoever he's holed up with. I don't think anybody can stand the number of knock-knock jokes he spouts," York chuckled. He laid back on the stony floor of the second story. He kicked his legs up and rested his head on his hands, elbows up behind him. "What about Wash?" he asked, a hint of worry in his voice. Ever since him and D got out, he worried about not only Carolina, but his friend. After the crash, they'd had to leave pretty quick. Carolina had rejected coming with him, and he knew that Tex had told North, and that North would look after his sister. But Wash had been in a coma of sorts ever since Epsilon's implantation, and York didn't think he even knew about the Director's crimes. He didn't even know if Wash was awake yet.

"It was appear that Agent Washington is still with Project Freelancer. He is also conscious," said Delta. He paused for a moment, watching York closely, before finally asking something. "Do you find this upsetting?"

York heaved a sigh. "Yeah. I mean, we were a team. Supposed to look out for each other, you know? Looks like we screwed that job up big time," he said bitterly.

Delta's logical analysis of his partner didn't make much sense to him. "I still do not understand much about human behavior, but if I am correct Agent York, you are feeling the emotion called 'guilt' right now. May I ask why that is?"

York glanced at the A.I. "I dunno, D. I guess...I guess we should have known sooner. Then maybe people wouldn't have gotten hurt the way they did."

"Known what?" Delta inquired.

"What the Director was doing," was York's simple reply. "I wish I could go back and make sure that everyone got out..." he trailed off.

"Returning to Project Freelancer would entail serious risk. The probabilities of achieving what you are hoping are 14.5 against 85.5 percent," Delta droned on about his statistics. York had sat up and was thinking hard about something. Unfortunately, Delta saw what that something was. "Including the extra security Project Freelancer has no doubt added would lower the statistics against us, as well as part where they're prepared for any circumstance where we go back for any reason."

Internally however, Delta knew that, statistically, when New York had his mind set on something, the odds of getting him to change it were...discouraging.

**Present Day**

"Alright, let's move," Wash said to his team after giving Carolina an affirmation on the radio.

Alabama nodded toward where the slope of the mountain turned away from them. "The back entrance is over there. Let's not expect it to be unguarded."

Simmons quickly cut off what Donut was about to say as they made their way around the bend.

"You sure you're okay with this, Wash?" Church asked, hovering by Wash's shoulder.

Wash shrugged. "The only reason I never paired up with another A.I. was because I didn't think I could keep what I knew a secret. And for other reasons, such as Sigma and Omega. But as long as you don't try to kill yourself while you're in my storage compartment, I think we're good."

Church looked down, flickering slightly. "Listen, about that-"

"It wasn't your fault," Wash intervened. "We've both recovered from that, and the Director paid for his crimes. We should...probably focus on the mission at hand."

Church simply nodded and disappeared.

They rounded the turn and were greeted by more rock and snow. No guards around the entrance...and also no entrance. Wash looked at Alabama questioningly.

Alabama just stared at the wall. "It was here..."

Wash skeptically approached the stone. He had been with Project Freelancer while it was stationed at this base, but most of his time here had been spent under observation, while he was still certified Article Twelve, and they didn't really let him wander around. Alabama sighed in frustration and stalked off. Donut was walking along the rock, seemingly inspecting it. He stopped at one spot and knelt down in the snow.

Simmons stood next to Wash. "Do you think the UNSC closed it up?" he asked.

"That seems like the most logical explanation," Wash replied.

"This is just f***ing great," muttered Church. "What are we supposed to do now?"

"We'll have to tell Carolina about it. Find a way past all the UNSC soldiers and into the main entrance," Alabama said from farther back.

Just then a rather girly shriek sounded and they turned to see Donut's pink armor disappearing under the snow. The rushed over and found a hole in the snow that led to...polished metal floors? Donut was sitting up on the snow in the well-lit hallway that had been exposed. "Looks like I fell down a hole!" he exclaimed cheerfully.

Simmons groaned. "Donut, just shut up!"

"How did you find this?" Alabama asked.

"Well that's easy. I just looked!" Donut said. "It turns out the entrance wasn't gone, it was just buried under all this snow!"

Wash exchanged glances with Alabama. It was rather obvious, and they were both a little embarrassed to not have thought of that. The snow started ruffling underneath Donut, and he stood up and backed away. Muffled voices started talking under the thick white blanket. "I told you the snow would crush us if anyone opened that door."

"Shut up."

Simmons pointed his gun at the snow.

"Just leave them. It'll take them awhile to dig themselves out of there," Alabama said as he climbed in the small hole and slid down the snowy slope, looking back at where the snow had caved in as Simmons and Wash followed him. "Alright, the main system which would be the most likely place to find information is in the south end. We're currently at the east side. The main entrance is to the south-west, so we'll be close to the main entrance, but if the distraction works, most of the troops will be outside focused on the threat."

Wash held his battle rifle ready. "Let's get going then."

They made their way through the halls, listening to alarms blaring throughout the compound and the faint sounds of battle coming to them from outside. They didn't meet up with any resistance, except for when approaching their goal. Three guards were sitting by the doors to the control room, wondering if they should go join the fight or not. That choice was taken from them when they were taken by surprise and knocked out by Wash and Alabama.

Donut and Simmons hurried inside while the two ex-Freelancer took up stations by the doors. Church quickly jumped into the nearest terminal and bypassed the security measures, getting access to the file within. After tossing aside several unimportant documents and mission logs, he finally found Project Freelancer. Opening that up, he began looking through it.

Simmons had accessed another terminal in the room and was typing quickly as he tried to get through the protocols.

"Can I help?" Donut asked eagerly.

"Don't touch anything!" Simmons said, and Donut indignantly stepped back.

"Fine!" Donut's attention quickly turned to something else. "What's with the design in this room? It would look _much _better if they moved-"

Simmons drowned out Donut's voice and paid attention to the screen in front of him. Finally, he tripped the password and was allowed access. He briefly wondered if he should follow his Sergeant's orders and try looking for Grif or if he should help the mission and try to find stuff of Project Freelancer. Imagining Sarge yelling at him, he shuddered and opted for the former. He set to work looking for information on the Red and Blue armies.

"How long do you think they'll need?" Alabama asked.

"As long as we can give them," Wash replied.

They saw a lone soldier running through the hallways, and he froze as he saw the two. "Which might not be very long," Alabama remarked, then chased after the soldier. Wash stayed by the door, trusting that Alabama could take care of it, hopefully before he alerted their presence to the rest of the base.

A minute later, Alabama returned. "Heads up, there's more coming."

Wash nodded and turned to face the inside of the room. "Hey Donut!" he called.

"Yeah?" Donut asked.

"Mind giving us a hand?"

Donut went over to them. "Sure! Which one do you want?" he shoved his hands forward.

Wash pushed them out of the way with a sigh. "Not like that! Come help us! I really need to phrase things differently," he muttered under his breath. He pulled out a few round objects and handed them to the pink soldier. "When the troops come down that hall, throw these at them," he instructed.

Donut took them. "I'm really good at throwing balls!"

"Grenades?" Alabama was skeptical.

Wash shook his head. "Flashbangs."

Inside the terminal, Church was quickly scanning everything he could. These looked like the UNSC's own notes on Freelancers; skill sets, status, anything they'd been able to find out on their own. He was surprised at how many Freelancers were unaccounted for, though some of them he recognized as victims of the Meta. It would take a bit of time to go through it all to find what he was looking for...something caught his attention. Opening the file, he examined it.

_Name: Mark Kenneth_

_Callsign: Agent Nebraska_

_Status: Deceased_

_A.I.: N/A_

Epsilon wasn't surprised to hear that the UNSC thought that Nebraska was dead, but he hadn't been assigned an A.I.? Then where did Zeta come from? A rumble slightly shook the terminal, and he pushed that file aside, determined to complete the objective before they ran out of time.

A loud noise and blinding light sounded, but with the distance they had, Alabama, Wash, and Donut were safe from the worst of it. "Nice throw," Alabama complimented as the UNSC soldiers shrieked about being blind.

"Thanks!" Donut said.

One of the soldiers was stumbling around as his vision slowly cleared, and he saw a blurry image of Simmons standing at one of their computers. "They're hacking the database!" he called out. "We've gotta cut the power!"

"What?!" another soldier called. "I can't hear anything!"

"That's not good," Alabama muttered.

Simmons hadn't found much on Grif, only that he was apparently still ranked as a Sergeant. Sarge was not going to be happy about that. However, he was prevented from changing anything about the profile. Stupid UNSC and their protocols. He started reading something about an equipment clean-up the UNSC was doing that had been put on hold for the time being that was stationed not far from here.

If Church could sigh in relief, he would have done so. He'd finally found Delaware. The key to finding him would be here. Instead of a frantic scan, he slowed down a little to make sure he didn't miss anything. The UNSC had tried to capture him before, but he had escaped them. They were still looking for him, like they were with the rogue Freelancers they hadn't caught or pardoned yet. A piece of information stuck out to Church, however. Delaware was the one that transferred the Alpha into a robot in the first place. That must have been why Epsilon felt like he'd met Delaware before. It made sense; Alpha had been disoriented at the time, and it happened after Epsilon had been split off, which was why the memory wasn't very clear. He kept reading.

_Agent Delaware is said to have been sporadic and unpredictable, a formidable soldier when cornered. Last known location: Outpost-_

The screen went black. "What? No!"

"Church, come on!"

Church rejoined his connection with Wash, furious at the interruption. "What the f*** happened?"

"The power was cut," Alabama said simply. "We gotta go."

"Come on Simmons!" Donut yelled. Simmons grabbed something to the side of the computer and hurriedly joined them. They started running back the way they'd come, Wash calling Carolina for extraction. Church was screaming about being so close to the information they were looking for.

They approached the back entrance and the only thing blocking the way were the two soldiers that had dug themselves out from under the snow that had crushed them.

"Hey you! Halt!"

He promptly got an elbow to the helmet, knocking him down. The group continued to race past, ignoring the other one and climbed up the snow with a brief struggle and into the open air outside. They barely had to wait a few seconds as bullets were fired at their heels when the Warthogs drove up. They climbed in and the jeeps drove away, everyone accounted for.


	11. Chapter 11

**Another short one, I'm sorry. I try to make them longer, but the end was a good chapter break. There's the scene that-to me-was rather important in the history of Project Freelancer. It's just how I imagined it and I hope you like it.  
**

**Thank you again for all the reviews and all that stuff! I still love them! **

**Disclaimer: I don't own RvB or Halo, they belong to the people that...you know, actually do own them. **

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**Present Day**

A short distance away from the arctic base they had recently placed under attack, the three Warthogs rolled to a stop, and the occupants climbed out.

Carolina spoke first. "So what did you find out?"

Everyone looked at Church, who let out a frustrated sigh. "I was literally about two words away from finding out where Delaware last was before the f***ing a**holes cut the power!"

Carolina punched the nearest Warthog in a slight fit of rage, denting it. "Tell me you found something else, that it wasn't all for nothing!"

Church's hologram shrugged. "Only that basically they don't know where Delaware is now and that he's unpredictable. Oh, but I did see something on Nebraska's file that didn't make any sense," he suddenly remembered.

"What's that?" Alabama asked.

"Well, it was just a list of statistics about him, but apparently he was never assigned an A.I.," Church explained.

"So?" Grif questioned.

"That means Zeta isn't his, dumba**," Simmons said.

Carolina turned to the green soldier. "So then where did he come from?"

Alabama shrugged. "I don't know. Zeta, I think, was the last fragment. The Director didn't exactly make it common knowledge who he gave the A.I. to."

"So what now?" Wash asked.

"Umm, guys-" Simmons started.

Carolina sighed. "If we can't find Delaware, we'll just have to go after Nebraska and try to beat him without the intel we were looking for."

"It's not Nebraska we need to worry about, it's Zeta," Alabama corrected.

"We should start moving again," Carolina said.

Sarge looked at the aqua leader. "Start moving where? Now that we've gone chasing after this Delaware fella, we've lost the trail of Nebraska and his crazy watchamacallit."

Caboose had been standing away from the rest of the group, looking at something in the distance. He finally spoke up. "Um, people? Yeah, I think that maybe, uh, we might want to run and hide from the really big thing that is coming to us."

"What are you talking about Caboose?" Tucker demanded.

Caboose just pointed and the team turned to look. There was basically a wall of gray that was amassing in the distance with strong winds blowing it closer at an alarming rate.

Sarge grunted. "That's a blizzard if I ever saw one. We might not want to stay here."

"Why not?" Grif asked. "We have suits of armor. We'll be able to weather it!"

"And then what, dumba**?" Simmons retorted. "We'll be buried under ten feet of snow, unable to move anywhere. Then we'll starve to death...slowly."

Sarge chuckled at Grif's discomfort. "Nice one, Simmons."

Alabama sighed. "We'll have to find shelter, then decide what to do from there."

"Hey guys?" Donut called attention to himself. "You remember that Simmons was on the computer too, right?"

"Did you find anything?" Wash asked him.

All heads were turned his way, waiting for an answer.

"No. But-" he added before anyone could throw a fit. "I did manage to get this." He pulled out a small object.

"Is that a flash drive?" Carolina recognized it.

"Yep," Simmons said proudly. "I downloaded everything I could before they cut the power, and we might find something on here. We'll just need to get to a computer to see it."

"Simmons," Sarge began. "You just may have saved the day. You are an excellent soldier."

"Really sir?" Simmons started to tear up.

"Did you change Grif's profile?"

"No, Sir. I couldn't alter it from that terminal," Simmons replied.

Sarge grumbled. "Then I take it back. Have you forgotten about your priorities?!"

"I should have known it was too good to be true," Simmons mumbled under his breath.

Tucker spoke up. "You know, that's awesome and all, but where are we supposed to hide from the blizzard? Are we supposed to go back to that base and ask them if we could hide out with them for a while?"

"Oh, there was another thing," Simmons suddenly remembered. "Apparently, there's a giant spaceship that crashed close to here. It was in the UNSC files. They were supposed to take it apart and salvage the parts, but it got discontinued for some reason."

"Probably because it's in the middle of the freezing nowhere," Grif muttered.

"Crashed ship?" Wash turned to Carolina. "Is that..."

"It was called the _Mother of Invention_, if that means anything," Simmons finished.

Carolina looked back at Wash. "It's worth checking out. Alright, let's move out! We want to get to that ship before the storm reaches us."

**Many Years Ago**

The Director walked through the metallic corridors of the temporary base by himself. He kept his head down in thought, not acknowledging the nods that were sent his way by the various personnel prowling the halls. He kept his face neutral and his gaze fixed firmly ahead. He stopped himself from feeling excitement or dread of any sort. Whatever happened would happen. Either it succeeded or it didn't. Either outcome was foreseeable and could be worked around.

F.I.L.S.S. granted him access to the secure levels with hardly a pause and he continued on his way before stopping in front of a pair of doors. He lifted his head slightly as they automatically opened, and four of the five figures who were inside immediately straightened at his presence. There was a medic, couple of engineers, and the Counselor, all people involved in this project and people who he could trust. The fifth was laid out on the medical bed.

"The subject is ready, sir," the Counselor reported. The Director mentally scoffed. Of course he was ready. If he wasn't, the Director wouldn't be here. The Director didn't look at the Counselor as he continued. "Everything is at full capacity, and the adjustments made to the hologram projector have passed testing."

The Director nodded. "Turn him on."

One of the technicians stepped forward and shut down the machine keeping the figure unconscious, stepping back again when he was done. The Director's eyes narrowed as he watched.

At first...nothing. But then the figure started moving slightly and a groan escaped him. Slowly, he sat up and looked around the room, his gaze landing on the Director. "What the...where am I?" he asked.

"Do not worry," the Counselor stepped in. "You are safe. You are in a secure base located just a few kilometers from Sidewinder."

The person put a hand to his head for a moment, then looked at the cobalt blue helmet next to him. He picked it up and looked at it. "What happened?" he asked.

"You have been unconscious for quite some time," the Director said. "What is the last thing you remember?"

"I remember...uh, my girlfriend got shipped out." He grew worried. "Did something happen to her?"

The Counselor glanced nervously at the Director, but the Director kept his steely gaze on the blue-armored man on the bed and didn't say reply.

"I am sure she is fine," the Counselor assured him.

The Director spoke again. "Do you know your name?"

The man looked quizzically at the Director, then scoffed. "Of course I do! What kind of an idiot question is that? My name is Leonard. Leonard Church."

The Counselor looked at the Director, who slowly nodded.

"Very well, Leonard Church," the Counselor said. "You are going to stay with us for a few days to...recover. Then you will be sent as part of the Blue Army to Sidewinder. More will be explained to you shortly."

As the Director turned to leave, he heard the Alpha groaning behind him. "Sidewinder. Just my luck! That place is just one giant icicle."

The Counselor joined him. Once they were out of earshot, he turned to his superior. "It appears to have been a success, Sir. The Alpha A.I. does not seem to suspect anything. He thinks he's...you."

"Just as we predicted, Counselor. He has no memory of the fragmentations and is responding to the stray memories he acquired from me during his creation," the Director kept walking.

The Counselor was currently entering the event into his datapad. If everything went according to plan, the Alpha wouldn't remember his time with Project Freelancer. The A.I. seemed to think itself as human, and with the help of the hologram installed into the robot, whenever he looked at himself in the mirror or had his helmet off around his teammates, that was all he would appear to be.

The plan to keep the Alpha hidden was going nicely so far.

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**Hint for the next chapter, we get to see more of the bad guys :D**


	12. Chapter 12

**I'm baaaaack! With a new chapter special for you! Here we take a big step forward into the plot, hinting at the ultimate plan of the bad guys. I want to hear your speculation! What do you guys think is going to happen? Again, I love all the reviews and favorites and everything, and if you are a writer yourself, I'm sure you can understand that. **

**Just to clear this up, this doesn't go with Season 11 at all, since this was all planned out before Season 11 came out, so...don't get confused or anything. Season 11 is awesome so far! **

**Disclaimer: I own the OCs and nothing else in this story. **

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**Many Years Ago**

Nebraska saw his destination just ahead of him, and he was relieved. The constant roar of the Mongoose underneath him had been his only companion for the long ride, and finally it was over. Now came the actual part of his mission, which would either be as dull as the trip had been or there could be a very high probability that today was his last day to enjoy being alive.

Either way, he was happy when he pulled the vehicle up to the base and climbed off. Stretching slightly, he made sure his battle rifle was secure to his back and his pistol still haltered to his hip and walked up to the entrance. Or what _used_ to be the entrance. It was now blocked. Scouring it, Nebraska found the peep hole where the person inside was no doubt trying to find out if he was a friendly or not. He waited a few minutes, out of the line of sight of the peep hole, then shoved his face in front of it, at the same time shouting, "Vermont, you in there?!"

There was a loud crash inside, as well as a stream of curses. "Sh**, Nebraska! You scared the crap out of me! I thought you were the bogey!"

Nebraska just laughed as Vermont got back up and started opening the blockade from the inside, eventually revealing his dark teal armor with tan highlights. He had EOD armor with a Security helmet. To Nebraska, it just made Vermont resemble a fly. A somewhat strange Freelancer, he was a bit of a technician, enjoying experimenting with new gadgets, and he had made several improvements on equipment the Director used. From what Nebraska remembered, he had gotten along with Georgia back in the day, and even helped him with the improved jetpack prototype, though that one was mostly Georgia's work. But that didn't mean the middle-aged Freelancer was rusty in the field. Maybe he wasn't that quick on his feet, but he had a sharp eye and was skilled at long-range combat, coming close to the skill levels of Wyoming and North Dakota.

Personality-wise, he was known to be a little over-confident if not prideful, and Nebraska knew that the Director trusted him. Enough to give the last A.I. fragment to him, rather than one of the other Freelancers.

Said A.I. projected itself into view, turning to Nebraska worriedly. "Did you see anything on your way here, Agent Nebraska? Did he follow you?" Fear was evident in the yellow figure's voice.

Nebraska just shrugged. "Nada. Everything's quiet out there."

"See Zeta?" Vermont turned to his A.I. "Just because someone's started going after the fragments, doesn't necessarily mean we're next."

"And that's what I'm here for," Nebraska added.

The Director was getting nervous by this unknown that had started taking down his Freelancers, and he wanted Vermont and Zeta returned safely to him. Nebraska's mission objective was to provide extra back-up in case the bogey showed up on the way back to headquarters.

"We should get going," Zeta stated. "Visibility will decrease the later it gets."

Nebraska sighed. As much as the prospect of A.I.'s had excited him, one such as Zeta would get on his nerves. Whenever he was with Vermont these days, even the tiniest thing would spook Zeta. But that was what was expected of him, since fear was his attribution. Vermont seemed to have this belief that if he worked with Zeta enough, then he could overcome that fear. Nebraska begged to differ. He basically was the embodiment of fear. If that was taken away, what would be left?

He climbed in the driver seat of a jeep that was parked by the base while Vermont took shotgun, and they left without a backward glance. The Director had stationed Vermont there so he could look for suspected Insurrection activity, but the Director had deemed the safety of his soldier more important than that. Or rather, the safety of his A.I. construct.

"I don't need a babysitter, you know," Vermont said during the drive.

"Vermont, I feel much safer with another Freelancer with us. Let's just be glad he's here in case anything comes up," Zeta muttered, and Vermont looked at the yellow hologram in slight surprise. Zeta had been getting more moody lately, snapping at Vermont for reasons unknown to him. He couldn't tell if it was an improvement from before or not, when Zeta had been constantly cowering in the corner of his mind, claiming the entire world was out to get them.

The first half of the trip passed without incident, several hours of either none or light conversation. But that ended when they came across a trashed vehicle blocking the narrow mountain path. Nebraska hesitantly stopped the car, his military mind scanning the area, suspecting a trap or an ambush. Vermont walked over to the jeep and started inspecting it, while Nebraska had his gun out and continued try and keep an eye on all directions.

"There's no one here," Vermont reported. "No equipment...I can't see any signs to say how long this has been here."

"There's no tracks in the snow to suggest that anyone might have crawled away," Nebraska noted. "Not even a cause for the crash."

Zeta said what the other two were already thinking. "Someone set this up."

"Get in the car and get your weapons out. We'll go a different way," Nebraska ordered, and Vermont complied.

"But how are we going to turn around? The path is too narrow-"

"We're not," Nebraska simply replied, and revved the car. He turned in his seat and navigated back the way they had come at an alarming speed, backing through the path and not slipping or scraping along the rock or trees even once. Vermont was holding onto his seat with what was probably a white-knuckled grip, had anyone been able to actually see his knuckles. He kept his gaze ahead, rifle out and ready to shoot at anyone that dared to jump out at them.

There was a steep slope to their left and a bend to their right, which Nebraska navigated around, only slowing slightly-the jeep jerked to a stop as it hit something in the middle of the path. Or rather, something had grabbed the car and halted it. Vermont yelled in surprise, nearly snapping his neck as he twisted in his seat to see the large white-armored person single-handedly preventing the jeep from moving backward. Nebraska, thinking quickly, changed gears and slammed on the gas. For one breathless minute, nothing happened, but then with a loud metallic grind, a piece of the back came off in the hands of the white monster and the jeep sped forward...right down the slope.

Vermont was yelling and Nebraska kept a tight grip on the wheel, dodging rocks and boulders whenever he could, but eventually one of the tires snagged on something and the jeep leapt into the air. Nebraska let go of the wheel and ducked down into his seat, with Vermont doing the same as the jeep landed at an angle and proceeded to roll down the rest of the almost-vertical fall. Eventually, it reached the bottom and stopped on its side.

Nebraska, highly disoriented, fumbled with a piece of the metal that had his arm trapped, clawing at it and forcing it apart until he fell to the ground, his arm numb. The numbness wouldn't last long, and then he knew it would make him dizzy with the pain, but he could examine the extent of the injury later.

He laid on the blanket of snow for a few minutes, trying to get his bearings. The person that they had run into was no doubt the bogey that had started trouble for Project Freelancer. And from the glimpse that Nebraska had gotten of him, the bogey was no doubt a Freelancer himself. This would be an interesting discovery for Command...if Nebraska felt so kind as to divulge that information to them. He had a tendency of causing trouble for his own amusement. It wasn't like he cared what happened to either Command or the rogue Freelancer.

When his head had cleared slightly, he crawled over to Vermont, who looked like he was unconscious. The jeep had landed on the passenger side, so Vermont had probably gotten more hurt than Nebraska himself had. The metal of the door had appeared to wrap around the side of Vermont's body, and Nebraska couldn't get him to budge.

"Zeta, you there?" he called.

"Yes, I'm here," Zeta responded. "Vermont is currently unconscious."

"Yeah, I got that," Nebraska retorted. "Listen, I need you to activate his armor ability."

Zeta nodded, and Nebraska backed away. A shockwave blast suddenly erupted from Vermont's comatose form and the jeep flipped over on all wheels, the passenger door blown off. Vermont himself was free, and also waking up.

"What happened?" he muttered groggily and Nebraska pulled him to his feet. Vermont's arm was wrapped around Nebraska's shoulders as they moved their way slowly to a small alcove a bit aways from the crash.

Vermont was indeed worse off than Nebraska, and he knew that they couldn't stay for more than a few minutes. Or at least, _he_ couldn't stay for more than a few minutes. Nebraska planned quickly while looking at the exhausted bug-eyed soldier and the yellow hologram hovering over him. He'd been planning on getting away from Project Freelancer for some time, and this could be the opportunity he needed. After all, things could get so much more exciting if he was supposedly dead. Then no one would be expecting him. But he knew he couldn't get away from the white brute up there by himself.

"So...what next?" Vermont breathed.

Zeta just stood staring at Nebraska, as if he was calculating. "I know what you're planning," he suddenly said.

Nebraska just looked at the A.I. "What are you going to do about it?" he challenged.

"Allow me," Zeta simply said.

Nebraska was about to say something when Zeta suddenly flashed red and Vermont started screaming, clutching his head in agony. "Zeta...why?" were the only words from his lips before he lost consciousness again.

Nebraska looked curiously at Zeta. "What did you do?"

"Vermont showed me his deepest fears when he was trying to banish my own fear. I simply pulled them to the surface and increased the intensity which knocked him into unconsciousness," Zeta responded. He turned and faced Nebraska fully. "Take me with you."

Nebraska scoffed. "I thought you knew what I was planning? I'm not going to leave you behind when I need you to help me escape."

Pulling Vermont's helmet off, he reached behind to the back of his neck and didn't hesitate to pull the chip out. He was about to pull his own helmet off when Zeta stopped him.

"I'll help you through the implantation process later, but there's no time right now. I can jump across to you until further notice as long as you possess the chip."

Nebraska nodded as he felt the disorienting feeling of Zeta joining him. "Just one question. Why did you do that?"

Zeta looked back at Vermont. His hologram, while having regained some of it's yellow back, also retained the angry red. "He wanted me to overcome my fears. That is impossible. I _am_ fear. And it overwhelms me, much in the same way I caused it to do to him. He wanted to help me...he was only hindering me. But _you_..." Zeta's words rang intensely in Nebraska's ears. "You are not only confident like Vermont, you are fearless. Seeing your thoughts now, you don't care what happens to Project Freelancer or those involved, and you have no fear of the Director finding you out. _Show me how_."

The last words were a command, and suddenly a great weight was pressing down on Nebraska. He couldn't even tell if it was a physical or mental weight, but his breath hitched and he couldn't find oxygen. His body went into panic mode, and he struggled against Zeta's grip on him.

Zeta released him and he went limp on the ground, breathing heavily. "Deal," he whispered.

As he stood up and started making his way out, he could see the white Freelancer approaching from the distance. He had to get away as fast as he could. The person was after the A.I., which Vermont supposedly still had. There was a chance that Nebraska might make it out alive. Zeta started rooting through Nebraska's mind, looking for his answer. Nebraska didn't like this, but there were other things he needed to concentrate on. He also knew that Zeta wouldn't do to him the same thing he'd done to Vermont if he expected to avoid capture.

As Nebraska made his way farther away, Zeta hummed in thought. "So you are afraid..." he muttered, his voice reverberating through Nebraska's head. "But you bury it. Interesting."

The Meta approached the alcove, growling as he watched the gray one. But the teal one was still there, unconscious. That was the one the Meta was after. Allowing the other to get away, the Meta closed in on his prey.

**Present Day**

Nebraska gazed down at the blades as they spun around. There wasn't anything particularly interesting about them...just giant windmill-looking things that moved at about three miles an hour. But he was able to think about how he got here as he watched them. His thoughts were his own for once; Zeta was too preoccupied with examining the data-file they'd taken from Valhalla to notice Nebraska. They were taking a temporary rest at the Wind Power Facility since they were both confident that no one was following them. That stuck Nebraska as a little odd, however. Carolina was never one to just give up. Still, Zeta was busy, so now Nebraska could freely think what he wished, and his chosen subject was the A.I. himself.

Anyone who had encountered Zeta knew of him mostly through his ability to torture people with their own fears. Nebraska had been at the other end of his wrath before, but he also knew a time with Zeta himself had been constantly tortured by his own fear. It had almost gotten to the point where he would have committed suicide, much like Epsilon had done. Overcoming his fears didn't work, never would have worked, as Zeta was fear himself, but he took the knowledge he needed from Nebraska's mind to be able to quell the fear once and for all. And eventually to turn it against his enemies.

When Zeta had been at the point where he couldn't control himself however, he grew bitter. This one thing had him going insane, and he was angry for it to have that much power over him. Well...as angry as he could be, as the Alpha's rage had coalesced into Omega. Now, Nebraska noticed a huge change in him. The anger had changed to ruthlessness, and the fear had turned into determination. Zeta was madly driven to accomplish something. Nebraska often caught glimpses, heard Zeta muttering furiously to himself, but he was always shut out by the A.I. Whatever Zeta was planning...he was keeping it hidden from the Freelancer.

Nebraska wasn't a fearful person himself. He never had been. But whatever fear he did have...it was so deep down that Zeta was the only one who could bring it up. That was what Zeta had needed to stop his own fears from overcoming him. Nebraska knew better though. He didn't know if Zeta himself knew it, but he was still being controlled by his own fears. Just in a different way.

Zeta's red hologram suddenly appeared in front of Nebraska.

"Did you find anything useful?" Nebraska inquired.

"Not much I didn't already know. But it is good to know the details," Zeta replied. "Let's move."

Nebraska wisely started making his way to the Mongoose, slightly questioning their partnership. It had been a chosen one, rather than assigned, and they didn't always work well together. Nebraska was content with their relationship before. He'd had a fair amount of freedom, was able to do what he liked, and did what Zeta asked of him. Zeta never requested things that Nebraska didn't like. But then they started getting close to Zeta's goal, and he became more controlling, more strict. But for the time being, Nebraska couldn't do anything about it, and Zeta knew that.

He started up the Mongoose and began driving, curious as to the location Zeta had shown him.

"I need to see..." Zeta whispered to himself as they drove away from the sunset.


	13. Chapter 13

**I just realized something. When I write the chapters for this story, I imagine them in my head as if they were episodes of the show, so instead of writing with more thought-process and such like I usually do, I've mainly been doing dialogue and action. Does that bother anyone? Hope you guys like this one :)**

**I don't own the things that don't belong to me, I only own the things that do, and so on...**

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**Present Day**

"And you're sure there's no one here?"

"Honestly Carolina. After all the time we've worked together, I would think you would have a little more faith in me."

"She's just a little on edge, Epsilon. We all are. This isn't a place we ever expected to come back to."

"That's all fine, Wash, but can we go inside now?" Tucker asked.

"Yeah!" Grif agreed. "It's getting f***ing cold out here!"

The huge shape of the crashed Mother of Invention was before them, and the blizzard was beginning to surround them. They had safety tucked the Warthogs away, and were now just staring at the ship. Alabama started leading the way inside the large hole in front of them from where the UNSC had started taking the ship apart, but apparently hadn't gotten very far. Carolina glanced to the left, where the wide expanse of the arctic landscape was laid on in clear view in front of the cliff before following.

"We'll want to get to the middle of the ship somewhere, away from the edges," Alabama said.

"How come?" Sarge inquired, not liking the look of this place.

Simmons answered him. "Because, ships such as these are heavily insulated to help protect against the extreme temperatures of outer space. The farther in we go, the warmer it should be," he explained.

Grif snorted. "You are such a nerd."

Simmons sniffed. "There's nothing wrong with that."

"Man," Caboose looked around him in awe. "I can't wait to go for a ride in the giant spaceship."

"Caboose, this ship is broken!" Church yelled.

Caboose gasped. "Broken! Oh no, that means that we are going to crash!"

Church groaned. "We're not even in the air!"

"Did we crash already?" Caboose asked.

Tucker and Sarge were walking with the Freelancers in front, asking them questions. "So..." Tucker said as they strolled through the halls, everything tilted at the angle the Mother had crashed at. "This is where it all started, huh?"

"Not really," Wash answered. "Project Freelancer was founded on Earth, but being a military operation, it didn't take long for the Director to move the Project onto this ship."

"Not only did it provide a way for easy transportation of all of his troops, but being ship-bound made it harder for the UNSC to watch the Director's activity, making it easier for him to conduct his experiments," Alabama added.

Sarge huffed. "So is this kind of like a home for you guys?"

Carolina spoke up. "No. People like us, we don't have a home. Even if we did..." she sighed and looked down at the metal floor passing away under her feet.

"This place doesn't exactly have many happy memories," Wash finished.

"Oh," Tucker didn't say anything else in the awkwardness. They turned left, the three Freelancers not even really thinking about where they were going, yet still having the path ingrained into their minds. They were all remembering the times from before, thinking about all the people that had been ruined by Project Freelancer and weren't with them anymore. They eventually ended up in the locker room, even though they hadn't meant to go there. Even the sim troopers seemed to understand the weight this place had on the Freelancers, for they kept their endless bickering restricted to whispers. Either that, or they were really creeped about being there and were hushed because they were frightened that Freelancer ghosts or A.I.'s would jump out at them if they raised their voices.

Church hovered by a bare locker, staring at the broken name-plate that laid on the floor. Carolina almost reached up to touch another, then stopped herself.

"We shouldn't be here," she muttered.

"Then let's go somewhere else," Donut suggested. "The lay-out of this room combined with the lighting does not give it a friendly feeling. Maybe if we added some nice decorations..."

Carolina sighed. "I meant we shouldn't be on this ship."

Simmons looked up. "What? But we came all this way!"

Carolina shook her head, her expression unreadable under her visor. "There's too much pain here. Too many things that don't need to be remembered."

"No," Epsilon said unexpectedly. "They do need to be remembered. They _deserve_ to be remembered. Each and every one of them." He gestured to the rows of lockers, each with a name on the door.

This had caught Carolina off guard, but when she looked back at the scratched name-plate that had the name New York written on it, she nodded. A moment of silence followed, before Carolina finally straightened up and looked at everyone. "We'll find a place to rest a while and figure out what to do next while we wait for the storm to pass."

They continued through the interior of the ship, the sim troopers trying not to think of all the horrible things they had imagined happening at Project Freelancer, and the echoes from their footsteps and the faint sound of the howling wind weren't helping. Tucker finally broke the silence.

"Somebody say something!"

Grif rejoined them after having poked his head into a random room. "Hey, does this thing still have power?"

Church scoffed. "Maybe it's got enough juice left to charge a few batteries or open a few doors, but we're not going to get anything big out of it."

"What are you thinking?" Wash asked, noticing that Grif had something in mind.

He thought for a second. "Are there any computers around?"

Simmons looked at him oddly. "Of course there's computers, Grif! We're in a spaceship. What do you want to do, check your email?"

Grif glared at the maroon soldier from under his helmet. "Well, I was going to say that if we could turn one of them on, you could look at the stuff in your doohickey there," he muttered.

"What, in my flash drive?" Simmons was surprised.

Sarge brightened up. "Why didn't I think of that? That was a well-thought and wonderful plan, Private Donut," he beamed at the pink soldier.

Donut stepped back a little and put a hand on his chest. "Me? I didn't say anything, Grif did!"

"Grif?" Sarge glanced at Grif. "No, no, Grif is much too dumb to think of a brilliant plan like that! Was it Simmons' idea?"

Grif just heaved a sigh, not really expecting anything more from his Sergeant, but then Alabama turned to him. "That's actually a great idea if we can get it to work," he said.

"Will it work?" Carolina questioned.

Simmons shrugged. "If we can find one that's not too damaged and isn't hooked up to the main system so we don't turn everything on at once and overload everything, it should."

"Ok," said Tucker. "And what does that mean in English?"

"Just look for anything that looks like a computer and we'll tell you if it'll work or not," Simmons huffed.

Suddenly a loud screeching nearly deafened them, and in the silence that followed, a voice called out. "The wall broke itself!"

Sarge grumbled. "What did you do this time, Bluetard?"

Church's hologram appeared next to Caboose. "It looks like he opened a door," he said, looking at the crack in the wall. It wasn't opened all the way, and the bent metal was preventing it from doing so. "How did you do that?"

"I pushed all the buttons," Caboose replied.

The metal was still quivering, as though still fighting to get open. Church peered inside the room. Something on one wall caught his eye. "Hey, this one might work."

The others came and joined them, Simmons immediately walking to the console built into the wall. Caboose was staring out the large window on another wall, at the large empty circular room with the Project Freelancer symbol painted in the middle of the floor.

"Hey Grif, come help me," Simmons called, and Grif grumbled and walked over there. "I need you to help me rearrange this wiring so that when we turn it on, it doesn't turn all the other computers on."

"Why?" Grif asked, plopping down on the floor.

"Because there's not enough power for all the computers. If it all turns on at once, the power will shut down for good. When they were taking the ship apart, they took the power cells, but a ship as big as this one has reserves. Those reserves are so big, they couldn't drain them completely, and just left the little that was still there. That's what we're trying to access, but if this computer is still hooked up to all the other ones and they all turn on simultaneously, there won't be anything left," Simmons explained, before glancing at Grif and realizing he was probably asleep inside his helmet or something already.

"Huh? Oh, yeah sure Simmons. Whatever," Grif responded.

Sarge sat down and started polishing his shotgun and Tucker was lying down, probably attempting to get a bit of sleep while they were in one spot for a while. Actually, that was probably a good idea, Wash thought. He was about to rest as well when a crackle sounded, followed by the same metallic screeching that had sounded when the sliding door to this room had opened. Alabama had jumped up to inspect the now closed opening, and attempted to open it up again, but nothing worked.

"Caboose, did you push all the buttons?" he asked, not turning from the controls.

"Yes," Caboose replied simply. "Unless that is a bad thing...then...no."

Alabama groaned.

"What does that mean?" Carolina joined him. "Are we stuck in here?"

"That's probably why it shut again. With the condition this metal is in, it's going to take some time to get out again. It's not impossible, however," Alabama explained.

Wash sighed. "Looks like we've got some time while they get the computer figured out and the blizzard's still going." He walked over to assist Alabama while Simmons growled, frustrated.

"Grif! I said I need you to help, not fall asleep!"

A shotgun was cocked. "Do you want me to shoot him for ya?"

**Many Years Ago**

He looked around at the snowy gulch, at the crumpled jeep and the marks it had made in the snow as it had tumbled down the mountain-side. He followed the tracks that led to the small alcove, some made from what looked like two wounded figures, and a third large set from, probably from the person that had been pursuing them. And by the alcove, in a position as if it had been tossed away in anger, lay the crumbled teal body of a Freelancer.

He turned the body over, concentrating on his job and keeping out any emotions that might be connected to Vermont's death. It wasn't a hard thing to do; he had hardly even known the mechanic. After his inspection, the result was what Command had predicted. He reached up to his helmet to report this in.

"Command, this is Recovery One."

_"We read you, Recovery One. What are the statuses of Agents Vermont and Nebraska?"_

"Vermont is dead," came Washington's curt response. "No sign of Nebraska or the A.I."

He heard a barely audible sigh over the radio. "_Copy that, Recovery One. Proceed with detonation and comb the area,_" the feminine voice said.

"Acknowledged," Wash replied, then crouched down to set Vermont's armor to detonate. He avoided looking at the dead eyes underneath the cracked visor. He allowed his mind to wander a bit as he worked. He found it ironic that the Director had appointed him as part of the Recovery agency as soon as there was trouble. They seemed to have their suspicions about Washington, but he said the right things at the right times and they had put him back in the field. Mostly because they had needed him, however, and they were confident that he wouldn't try to steal the A.I. And for good reason.

Standing up again, he made sure to make it a safe distance away as the armor exploded, and he started scanning the area. There were more tracks that led uphill and away from the crash, though they were being obscured by the snow that had started falling. He followed them for a while, until they ended at a half-frozen river. From there, whoever had entered could have gone any amount of distance in either direction. He hadn't really been expecting to find anything, other than perhaps Nebraska's dead body. The most logical explanation he could come up with was that Nebraska had tried to get away, but he had no doubt been wounded, and had failed. The unknown tyrant was lost for now, but Washington would continue hunting for this bogey.

He returned to the crash site to search for any additional clues, however unlikely they might be, and after about fifteen minutes, he became aware of something on his proximity scanner. He continued his movements very casually, while watching the side of his visor where the scanner showed. It was very faint and moving in a way that was difficult for his scanner to pick up, so whoever this was was obviously highly trained. At first, he suspected the bogey, as there was nothing to say he wasn't still in the area, and this person seemed to be trying very hard to stay hidden. But then he remembered that the bogey had managed to surprise and kill several other Freelancers against all odds. This person was obviously very skilled, yet Washington had still seen his location.

Confident that the mysterious person hadn't spotted him yet, he moved away to an ambush spot, a close distance away from the jeep and the alcove, where the person would be attracted to. He made sure to also move in such a way that if this someone also had proximity scanners, he could avoid being seen. He didn't need to be close; his battle rifle could cover the distance, and it was the weapon Wash was most effective with anyway. He gripped the rifle and waited.

He didn't have to wait for long, for soon he heard the soft crunching of snow under heavy boots, and he glanced out. He couldn't see any details on the figure other than it was wearing armor. What kind, he couldn't tell. He waited for the figure to move into a better position before Washington made his move. The person was on edge, alert, even though no doubt he had made his own scans of the area.

He tensed, ready to spring, when suddenly a voice rang out next to this mystery man.

"Alarm! Heat signatures detected!"

Washington chose that moment to roll out from behind his cover and fire his rifle, purposefully missing by a hair. The person instinctively rolled away and pulled a shotgun out, but the shotgun was only good for short distances. There wasn't any cover for him to get to easily, and if he tried anything, Wash would shoot his leg. "Don't move," he said threateningly, and crept closer.

The figure froze and slowly raised his hands, keeping them in sight but not letting go of his weapon. He leaned closer, as if trying to get a better look at Washington.

"Wash?" the figure asked incredulously.

Washington halted slightly, but his aim didn't waver as he recognized York's voice. And now, indeed, he could make out the familiar tan armor.

"Hey Wash...how have you been?" York was trying to be friendly with his old teammate, but he noticed something was off, with the way Wash didn't lower his weapon.

"I've been better," Wash replied, a bitter tone in his voice. "What are you doing here?"

York glanced around him. "We were just a short distance away when we heard the explosion. What happened here?"

"Something's been hunting Freelancers," Wash said.

An awkward silence grew between them, neither quite knowing what to say. York didn't know what had happened to Wash, but he was different. He wasn't the carefree soldier he had once known.

"Scan complete," Delta suddenly said. "Agent Washington is alone."

Wash's eyes flickered to the green hologram, not very surprised that the two of them were still together.

York dropped his arms to his sides and stepped forward. "Come on, Wash, it's me! Lower the gun, you know you can trust me."

Wash didn't move. "I can't trust anyone," he finally said.

York was taken aback. "Listen, I came back to get you out of there! The Director, he lied to all of us! He is not a good person," he tried to explain to Wash, but he didn't seem surprised by this at all. York suddenly remembered something. "What happened with Epsilon?"

Washington didn't say anything for a minute, then finally replied, "It killed itself."

York was agape. "Killed itself? I didn't know they could do that! After they took it out?" He realized the last question was a stupid one as soon as he said it.

Wash let out a short, bitter bark of laughter, though it was more of a scoff. "No."

York stepped forward, despite the rifle that was still pointed at him.

"I would not recommend that course of action, Agent York. I cannot guess what Agent Washington is going to do next due to his...change in nature," Delta suddenly spoke up, but York continued anyway, even going so far as to place his hand on Wash's shoulder.

"Come with me," York pleaded with Wash. "You can get out of that place! We can make it look as if I killed you-"

"They'll never buy that," Washington said, moving York's hand away. He thought of York's offer. It was tempting...but he wasn't even sure if he could, after all that had happened. And if he went with York, then what? "Even if we did get away from them, then what? We live the rest of our lives in hiding?"

York looked away. "I don't know. But at least you won't be there anymore," he gestured slightly, referring to Project Freelancer.

Wash shook his head slowly. Despite everything that had happened to him, he had no desire to leave. Not when he knew that the Director would continue his corrupt work. Besides...if he remained with the program, he could search for the Alpha. With the Alpha, he might be able to finally put a stop to Project Freelancer once and for all. "I can't go with you York."

York's shoulders sagged, and he looked about to question Wash, but then didn't. "Where's Carolina?" he finally asked.

Wash finally lowered the rifle and placed it on his back. "No one's seen her since the crash. They haven't been able to find a trace of her," he said, knowing that wasn't exactly what York had wanted to hear.

However, York kept his hopes up. "I guess I'll keep looking for her. If there's no trace, that means she's not dead, right?" he tried to laugh. He looked sadly at his former teammate and old friend. "Listen, I don't know what you're planning on doing in there but...watch out for yourself, alright?"

Wash nodded. "You should probably go before Command checks in. If they find out you were here..." he trailed off, leaving the words hanging in the air.

"I...guess I'll get going then," York turned, but stopped half way. "I don't know what happened in there after we left, but...I'm sorry. Good luck, Wash."

"You too York," Wash said softly, then turned away.

York went back to where he had left his stolen jeep and contemplated the gray and yellow Freelancer. He had certainly changed. York didn't know what he had experienced, but Wash had...he had closed himself off from the rest of the world.


	14. Chapter 14

**What's up guys, this is...me again. I would just like to take a moment to say that you guys...are awesome. Totally awesome. **

**Disclaimer! I don't own the things that I don't own, but I do own the things that I do. I am not looking to make profit of any kind, I just had some ideas, wrote them down, and am sharing them with all these wonderful RvB fans. **

* * *

**Many Years Ago**

Delaware was walking through the temporary headquarters of Project Freelancer, a destination in mind. Instead of busy about their usual jobs, everyone around him was doing the final preparations to move to the new Project Freelancer base. Delaware wasn't helping them...instead, he had something in mind which spurred his movements. He was finally becoming aware that something was wrong. He was worried about just how wrong things were, however.

It had been a while since Nebraska had left on his last mission, and a week since the Recovery Agent had reported him as missing, probably dead. Delaware missed his friend. Nebraska had been the only person that had actually gotten to know Delaware for who he was. He knew that Nebraska did that for everyone, taking the time to get to know the people he worked with...that was something that Delaware had liked about him, despite his teasing. Everyone else just passed Delaware off as weird, and Nebraska had been the only one who would tolerate him.

He looked around at his surroundings. This was the armory...which meant he had taken another wrong turn and almost gotten lost. But at least he knew where he was. Now he just needed to figure out where his destination was in comparison to here. He considered asking F.I.L.S.S. for directions, but eventually decided against it. She might not be one of the 'smart' A.I., but she was still pretty clever, and might tell the Director what he was up to. If everything went Delaware's way, he wouldn't have anything to worry about. But according to past experiences, things didn't tend to go his way.

He turned around and started walking again, dodging out the way of the other busy people. He knew that if he was acting frantic at all, or suspicious, they might catch onto him, so he just tried to act normal. However, his mind was going at a hundred miles an hour. How had he only realized this just now? The signs were all over the place, and he had still missed them. But now...he was going to get proof. He was going to find out if it really was true.

He didn't know what it was that Project Freelancer could be doing that was bad, but things were not right. Being shot at by cops; he had just thought that they were always in the wrong place at the wrong time and caught in the cross-fire. Stealing? That was okay if you were stealing from the bad guys that were trying to hurt other people, but now...how did he know who the bad guys were?

Wrapped up in his thoughts, he missed the doorway in front of him by a few inches, ramming his head painfully against the wall. He stared at it, embarrassed. He would probably have a bruise underneath his helmet. Looking around, he saw that he had ended up in the Recovery Wing, adjacent to the surgery rooms and medic quarters. Delaware sighed at the hopelessness of finding his way around the base, when he remembered that what he was looking for was right behind the room he was currently in. A small terminal tucked out of the way where engineers, technicians and medical personnel would upload information from their personal data-pads and into the main server. It wasn't frequented hardly ever at this time of day, and slightly out of sight, where he could search for what he wanted without being detected. He wandered for a few more minutes before finally approaching it.

He activated it and started flipping through the screen. Personnel files, moving progress, missing persons from the crash, supply lists, he skipped past all of those before realizing that if he wanted to find out Project Freelancer's secrets, he was going to have to go deeper. The problem was, the higher levels of security wouldn't let him access the sensitive information. Cracking his knuckles, he started typing a complex series of numbers, letters, and symbols into the computer. He wasn't particularly skilled at handling computers, but he was better than the average person.

When he finished, Delaware looked on happily as the code did its work. All he had done was type in the code to a simple bug that would distract the systems for a little bit while he tried to get in. Modern-day viruses; so easy to cause a slight commotion without doing any actual harm. This particular one was used more as a prank than actual heavy-duty work. They would just _think_ they were hit by something serious before they eventually realize it was just a small trick.

Now, to try trip one of the codes to let him in. This was the hard part, made slightly easier by the bug he'd delivered to the system. He started typing furiously, half the time not even paying attention to what he was pressing. He probably should have thought this plan through a little better, or at least learned more about hacking. There was no doubt about it. He was going to get caught trying to sneak in. They were going to think he was traitor. They were going to execute him.

_Access granted._

Wait, what? How did he do that?

An alarm sounded, cutting off his premature whoop of joy. Oh...now he definitely was going to get caught. Delaware listened, tense, as F.I.L.S.S. announced the hacking for the whole base to hear.

"_Attention all personnel. There is an unauthorized intrusion in the system. Source: unknown. Location: unknown_," she continued ordering them to try to find the intruder.

"Wait, 'unknown?'" Delaware muttered to himself. That meant...they didn't know it was him! But they would soon enough. He quickly turned back to the computer, his fingers and eyes basically going into overdrive. What was he looking for? He skipped past the A.I. and into the the special equipment they had, such as the armor and armor enhancements. He was about to examine that when something caught his eye.

_Authorized by Director Church._

Church...of course, Delaware knew that was the Director's name. Nobody called him that though...so why did the name stand out to him? Suddenly, the memory of a voice rose in Delaware's mind. _What the hell? Where the f*** am I?_

Delaware suddenly remembered. Church! The name of the A.I. that he transferred. Suddenly curious, he went back on the screen to the file marked _A.I. Experimentation_ and opened it. There was no 'Church' in here, but...wait! _Alpha_. Based on the mind of Director Church. Was that why he called himself that? Delaware read on, his eyes growing wide as he imagined the horror. How could they do that to someone? Sure, he wasn't human, but still...that just wasn't acceptable!

Oh man. This was much worse than Delaware had anticipated, and he hadn't even read everything. If they had the Alpha transferred to a body, what other horrible things did they have planned for him?

Delaware had always been partial to computers. While all his human friends would tease and torment him, computers such as F.I.L.S.S. were programmed to be nice to everyone the met. He wanted to stop the Director from doing mean things, but he had no idea where to start.

"_Intrusion located at Terminal-1608,_" came F.I.L.S.S.'s computer voice.

Delaware glanced at the side of the terminal, at the numbers _1608_. Oh man. That was not good. Acting without really thinking, he flipped through the menu in the terminal quickly until he reached the security cameras and, without the time to find out which ones were close to him, deleted everything from the past ten minutes. He didn't even close it up as he left, moving away slightly and pulling his gun out. After that, he promptly laid down on the ground.

"Freeze!" a voice shouted, then after a hesitance, Delaware felt fingers press into his neck and someone lifting his head up. "Agent Delaware? Are you okay?"

He feigned regaining consciousness and squinted up at the Project Freelancer soldier in fake confusion as his helmet was taken off. "What?"

"Did you see the intruder?" the soldier asked.

"The hacker? No, he...came up behind me when I came to investigate..." Delaware said the first thing that came to mind, and was rather proud of himself. He actually might be able to get out of this.

The soldier looked confused. "He came behind you? Then why do you have a bruise on your forehead?"

What? Where did that come from? Delaware suddenly recalled running into the wall a little earlier. Think fast... "I'm not a Freelancer for nothing! I heard him behind me and as soon as I turned around, he rammed a rifle into my face," he continued with his performance, feigning indignation. He stood up. "We have to go report this."

Stalking away from the soldier, Delaware put his helmet back on then let out a deep breath when he didn't have to worry about people seeing the expressions on his face. That was a huge risk he had just taken, and he didn't even know it at the time. And yet, he still managed to get out. He would just have to make it so that the Director and Counselor wouldn't find out it was him, and he was thankful he had had the decency to run into a wall. That would make his story a bit more believable.

His mind turned to what he had discovered. He had to get out before more bad things happened. He just had no idea how to do that.

**Present Day**

Simmons had long abandoned trying to get Grif to assist him, and instead had to endure Donut's incessant questions and girly giggling.

"What's that funny-looking thing?" A slender gloved finger pointed.

"That's the motherboard, Donut." A grumble and a sigh.

More giggling. "Hey Simmons, wouldn't it be funny if-"

"Got it!"

Simmons quickly stood up and activated the terminal. Sure enough, the screen lit up, if somewhat more dimly than would be normal.

"Did it work?" Donut asked, standing up as well.

Simmons grunted. "Of course it worked. I'm a smart person, I know what I'm doing." He started typing, checking the systems, then handed the flash drive to Donut. "Go stick this in that slot over there," he instructed.

"What slot? You mean this hole?"

Simmons glanced over. "Yes, that hole-don't stick your finger in it!"

Too late. "Ow!" Donut shrieked as he got electrocuted.

Simmons rolled his eyes and walked over, taking the flash drive and sticking it in. "That's what you get for sticking your fingers in every hole you see. I'm done with you Donut, thanks for helping. Unlike some people," he muttered under his breath, looking at the slumped orange figure. He pulled up the files from the flash drive on the terminal and started looking at them before realizing something. These weren't UNSC's notes on Project Freelancer. These were what the UNSC had copied from the program before they had been deleted. These were Project Freelancer's own notes on their soldiers! This was better than he could have hoped. Files like these would have everything on the Freelancers themselves, their pasts, skill sets, missions-even names!

Images of his Sergeant being so happy and proud of him for finding the needed information flooded Simmons' thoughts as he began looking for the familiar names of Delaware or Nebraska. Heck, maybe he could even find Zeta in here! But then again, his flash drive could only hold so much, and hadn't had the preferred amount of time to download everything. Some of the information might be missing, but Simmons would take whatever he could get.

Over by the broken door, Alabama and Wash both heaved. It was opening, but kept getting stuck and slamming shut again. If they could force past that stubborn piece of bent metal that wouldn't yield, the door could open all the way. As it was, it was open barely enough to fit through.

"How did it open in the first place?" Wash grunted, his muscles straining.

"I don't know," Alabama replied through clenched teeth. "I think it being slammed shut again bent the frame worse than it was before, and that's why we can't get it open again. Watch out!" With a spark, the door shuddered and forced itself shut again, and Wash narrowly avoided getting his fingers crushed.

Wash exchanged glances with the green Freelancer. "Try again?" he said hopelessly.

Alabama nodded. "If we can't get it this time, we'll break the window and find another way out. Though how we managed to get stuck in here in the first place is beyond me."

Wash couldn't help but chuckle. "Yeah, the things the sim troopers manage to do just makes you wonder," he glanced over at the others. Caboose and Donut were lying down, either sleeping or attempting to, with Grif doing the same a bit farther away. Sarge was propped up against the wall, muttering under his breath and continuously glancing between the orange soldier and the shotgun in his lap. Simmons was standing at the now-operational terminal by himself, typing away and flipping through different screens. Over by the other wall, Carolina stood, looking through the large window and at the training room below. Tucker had stood up and was now slowly approaching her.

Alabama cracked his knuckles. "Alright, let's give it another go. Maybe this time we can use the strength of the door itself to bend the metal back into place."

Wash nodded and turned back to help.

* * *

How far had they come? It was a simple question, and yet a difficult one at the same time. Church was silent in her mind-probably logged off for the moment-so Carolina didn't have to deal with his sarcastic remarks while she pondered the question. He would be quick to say that they had come far. That they were doing good now, making up for all the bad things from their pasts. But was it enough for Carolina? Would there ever be a point where she could lie down at night and rest at ease, at peace with herself? Or was it all too much?

"Hey there," a voice startled her from her thoughts, and it was all she could do to refrain from beating the crap out of the person who had snuck up on her. She turned around to see an armor color similar to her own.

"How long have you been standing there?" she asked, glaring at Tucker.

He shrugged, and leaned casually against the glass. "A while. You were too wrapped up in your thoughts to even notice."

Carolina turned back to the window. "You should know better than to startle a person with extensive training. They tend to react without thinking, and I could have easily cracked your skull." Tucker might not have known it, but she was apologizing to him. Without really apologizing. She had overreacted when she had pointed her gun at him, and...well, she was a different person then.

After a moment of silence, his voice reached her ears again. "Thinking about the past again?"

She noticed him cringe. He understood that it was a sensitive subject, yet he had asked anyway, fully expecting her to punch him or something for it. To his surprise, she didn't. "No," she replied. "About the future."

Tucker shifted behind her. "You know, no one can tell the future. Even if it does look all gloomy and sh**, something unexpected might come out of it."

Carolina faintly detected a smile in his voice, and she turned to him, remembering his previous attempts. "This wouldn't be another of your attempts to get under my armor, would it?" she said with a smirk.

Tucker twitched in surprise and immediately denied it. "No! I'm just trying to cheer you up, baby." He probably had a cheeky grin under that helmet of his. Carolina fixed him with a stare that made him fidget uncomfortably until he finally admitted to it. "Ok, maybe I was hoping it would lead to that. Bow chicka bow-_ow!_"

Carolina promptly punched him in the gut and started walking away. "I don't think so," she said with a smile.

Tucker was hunched over, gripping his stomach and groaning. "You know, you're a lot like Tex," he huffed.

"You have no idea," she replied without stopping, and left him to his pain. It would wear off in a few minutes, and hopefully he would learn his lesson. She wouldn't bet on it, however. She joined Wash and Alabama as they were struggling to push the door open enough so that the mechanics wouldn't force it shut again. She started pushing with them, bracing herself on the bit of exposed frame.

"So what did you do to him?" Alabama asked, referring to the still-groaning Tucker.

"I punched him," she replied nonchalantly, straining with them.

Wash chuckled a little. "He had it coming."

Alabama turned back to the task at hand. "Okay, it's working. Just a little harder...there!"

Carolina stumbled slightly but managed to catch herself as the metal she had been pushing against disappeared from under her.

"Guess we're not stuck anymore," Alabama said, looking at their handiwork.

Church chose that moment to log on. "Is Simmons done yet?"

Wash glanced over to the maroon soldier. "It might take him awhile to find anything useful. We just have to be patient."

Simmons stood frustrated at the terminal, pushing the same button over and over again, trying to get it to show him the correct information.

"What are you doing?" Grif grumbled nearby. "That tapping noise is hurting my head."

"It won't work!" Simmons exclaimed.

Grif took a closer look. "Wasn't it you who told me that pressing the same button over and over again doesn't do anything except break the equipment?" he said accusingly.

"Well, I found Delaware on here, but it doesn't make any sense!" Simmons sighed in frustration.

Grif grumbled and stood up from the comfortable floor. Well, it wasn't really comfortable, but it was better than standing up and actually _doing_ stuff. He walked over to Simmons. "So what's up?"

Simmons pointed. "That. See?"

Grif looked closer, squinting slightly. "What the f***?"

"What is it?" Sarge asked, noticing that they had found something, but neither said anything. By then, everyone was awake and listening to the conversation.

"Let me see," Church said angrily and his hologram appeared next to the two. He suddenly went quiet.

Carolina waited for him to say something. "What does it say?" she demanded when he didn't.

Church looked at the screen for another minute before looking around the room. Without a word, he disappeared. However, before the others could say anything, he appeared next to a particular member of their group.

"...Caboose?"


	15. Chapter 15

**So, quite the ending for last chapter, right? Some of you called it, some of you didn't. Here we get to see the erupting chaos following this new information and see what they do about it. Enjoy!**

**I don't own Red vs. Blue, it belongs in its rightful place at Rooster Teeth.**

* * *

**Many Years Ago**

The jeep was sliding out of control, and there was nothing he could do about it except let the air out of his lungs in a scream. It wasn't that he couldn't drive a car in the snow. It wasn't that he was a bad driver. It was that he couldn't change gears because the car was doing it for him, and he couldn't correct it to prevent skidding in the slush.

"Oh great, now there's ice!" Delaware shouted to no one in particular-he was the only one in the jeep-as he hit a pond that was frozen solid. To make things even worse, there was a wall of rock in front of him. He yanked on the wheel, trying to turn, but the ice prevented that and his momentum propelled him forward.

CRASH.

A little disoriented but otherwise unhurt thanks to his body-armor and army-certified vehicle, Delaware crawled out of the driver seat and flopped on the ice. After his head cleared, he stumbled around on the ice for a few minutes until he could stand up on the slippery surface, glaring at the jeep.

"That's it! I will never drive automatic again! Not after that! Stupid car," he kicked the jeep, but his satisfaction was cut off as the movement made him slip and land firmly on his rear end. Grumbling, he struggled to stand again, and once he achieved that, he struggled to move forward. He managed a few steps before falling again. This would be a lot easier if he was closer to the edge of the ice rather than in the _middle_ of it.

After what must have been at least half an hour later, he finally made it to the end of the ice and to solid ground. Well, not exactly solid, as there was a few feet of snow, but at least he wasn't sliding all over the place. He was in the middle of a canyon in between two simulation bases, and he realized he didn't know which one the A.I. was at. There was a red one and a blue one...wait, wasn't the robot wearing light blue armor? That was probably it. And Blue base was...that way. Delaware started walking to his right.

He had stolen the jeep from Project Freelancer and left unexpectedly to get away from there, but first he wanted to save Church. The A.I. didn't deserve all the things that happened to him, and Delaware didn't want the Director to torture him even more. He wasn't supposed to leave the base, and he didn't know how long it would take for them to notice his absence, and that thought spurred him to go faster. He wanted to get as far away from them as he could...with his friend in tow, of course.

"I am going to be in so much trouble if they catch me," he muttered to himself. He felt like a snail, trudging around in the thick snow. The base came into sight and he made his way to it before realizing that the colors on it were red, so heaving a sigh, he turned around. Now he had to go all the way to the _other_ side of the canyon. In the snow.

Or he could take a shortcut. Instead of going through the main canyon which made a U shape, he could cut right through the middle. There was a cliff, but he could see a path leading up to the top. Chances were, it would be easier than going the long way around.

Reaching the base, he started climbing, making sure to keep quiet in case there was anyone around that might see him. He thought it would probably be a good idea if no one knew he was there, even if they were just simulation troopers. It was a steep climb, but the path made it easier, and he eventually reached the top, where he heard voices. Glancing around, he saw two Red soldiers, who hadn't appeared to see him yet. From their angle, he doubted they could even see the path up to that spot, though from there they could keep an eye on the surrounding valley and keep an eye on attacks from the Blues. They were trying to pass the time by conversing with one another.

"So...looks like someone crashed a jeep down there..."

"Yeah."

"Do you think we should check it out?"

"Nah. Someone will get around to it eventually. I'd rather it not be us."

Delaware was sneaking behind them, and even though stealth wasn't exactly his strong suit, he was still a Freelancer. He hadn't gone through all that training for nothing. As it was, however, they heard him a moment before he actually reached him, but he quickly took care of that, knocking them unconscious. After a quick "Sorry!" he turned away from the ledge and toward the tunnel that had been delved into the rock.

* * *

Squinting his eyes, he looked down into the snow-filled side of the canyon that held a base decorated with blue colors. Soldiers roamed the outside of the base, doing patrols or just standing around doing nothing.

"_That one_," a voice murmured within his head, and Nebraska's attention was brought to a cobalt-colored one.

He cocked his head. "What's so special about him?" he asked Zeta.

Zeta's hologram appeared in the air, his yellowish-red color illuminating Nebraska's shoulder with orange. "It's him. The Alpha."

Nebraska nodded in understanding, then looked at his A.I. "And why are we here? You haven't exactly told me that bit yet," he said slightly accusingly.

If Zeta had eyes, they would have narrowed. "What, are you afraid we'll be caught? We both know that if they learn of your presence here, you will easily escape them."

"And if we take him with us? The Director will not allow that to happen," Nebraska questioned.

Zeta faced Nebraska fully with a sigh. "I have to admit I am a little disappointed. If I wanted the Alpha to come with us, I would have requested that by now." He shook his head. "No, I don't want the Alpha, unlike some of my brothers. I just wanted to see. See where I came from. I wonder...is he ever afraid?"

The last bit wasn't directed at Nebraska, instead just the A.I. wondering aloud to himself. Nebraska responded anyway. "He must have been at some time, in order to create you. However, now that you are fragmented from him, I doubt he feels fear as strongly as he did before," he mused.

Zeta suddenly spiked yellow. "Incoming," he alerted Nebraska, then quickly disappeared.

Nebraska backed up into the shadows, ready to spring, and pulled out a knife. He wanted to stay quiet for now. The footsteps came closer...as soon as the figure appeared, Nebraska pounced, quickly grabbing him and pressing the knife to his throat. The person was about to retaliate by reaching behind him and grabbing Nebraska, but he pressed the knife a little harder as a warning.

Nebraska finally recognized the blue and brown armored figure as Delaware. His eyes narrowed. What was he doing here?

"_Don't let him know I'm here!_" Zeta hissed in his head.

Nebraska put his facade on. "Delaware?" he said, feigning surprise. He let go of Delaware, who turned around and stepped back in shock at the sight of him.

"Nebraska? But-I thought you were dead!" Delaware exclaimed.

Nebraska shrugged. "It was faked. What are you doing here?" The sooner he found that out, the sooner he could deal with the situation. If he had to take care of Delaware to ensure that Command remained ignorant of his current status, he would.

Delaware was apparently still shocked that his old 'friend' was standing in front of him, still alive. "I left to come looking for-" he suddenly caught himself before he said more. Looking around, he was in a mental debate about whether or not to tell Nebraska something. Nebraska just waited patiently while he made up his mind. Finally decided, Delaware leaned in closer. "The Director's been doing horrible things, Nebraska! He-he's broken the law and tortured people! You know all the A.I. fragments, and how everyone was wondering where they all came from? He just had one, but then he made it split itself into a lot of smaller pieces! He-"

Nebraska held up his hands to stop Delaware. "Wait, you know?" he asked. This was a little surprising to him.

Delaware looked at him oddly. "Yeah..." he said slowly. "Do you?"

"I just found out recently. That's why I faked my death, is so I could get away from them," Nebraska quickly lied.

Delaware bought it. After all, he had no reason not to. "Really? Why didn't you tell me? And what about Vermont? Did he fake his death too?"

Nebraska slowly shook his head, his voice going down a few tones. "No, I'm afraid Vermont really is dead. He was killed by the bogey that's been hunting down Freelancers. I only just escaped," he looked down as he said this. The whole performance was coming naturally to him-after all, he'd been doing this for years. Analyzing people and manipulating their emotions, making them think he was someone he really wasn't.

Delaware put a hand on his shoulder. "It wasn't your fault," he comforted, and Nebraska nodded once, placing his own hand over Delaware's before removing it and looking out over the canyon.

"So you came here...for what, for the Alpha?" Nebraska asked.

Delaware nodded. "I wanted to get him away from the Director. No one deserves to have that happen to them." Delaware clenched his hand and his body shook for a moment before he was able to calm himself down.

"It's okay, we'll get him out of there," Nebraska quickly said.

"_We?_" questioned Zeta, still hidden from Delaware.

For once, Nebraska didn't know why he had said that. He was still undecided about what to do with Delaware now that he knew he wasn't dead. He was also curious about what Delaware wanted to do with the Alpha. Knowing Delaware, he probably wanted to take him away and be best friends with the A.I. or something like that. Delaware always had liked computers more than his human peers.

"You'll help me?" Delaware looked up hopefully.

After a slight hesitation, Nebraska nodded. "Yes. What's your plan?"

**Present Day**

"Wait, what about Caboose?"

"Are you saying that he used to be a Freelancer? I didn't think he was the Freelancer type."

"That's what it says! Agent Delaware's real name is Michael J. Caboose."

"You're telling me Delaware is _that_ guy?"

"But how can _Caboose_ of all people be a Freelancer?"

"He's one of them dirty Blues! What did you expect?"

"Hello."

"Does this mean that it was all an act?"

"Just shut up, everyone!" Wash finally shouted, and his voice echoed in the suddenly quiet room.

Everyone was staring disbelieving at Caboose, who was just confused and waving at them all. Carolina had her gun out and was pointing it at Caboose, but by the way she held it, Church didn't think she was actually going to shoot. He knew that it was just a reaction, and that she was frustrated at not having seen this coming. She was the one who had said it was an act. Church hadn't said anything yet. Could Caboose _really_ be Delaware? How was that even possible? Caboose was...well, Caboose. The idiot that had always gotten on his nerves. And he had come from the one place that had royally screwed Church over?

He finally spoke up. "Caboose, are you Agent Delaware?" The question was actually pointed at Caboose, unlike everyone else who had been freaking out around him. They might as well ask the guy himself if it was true.

"Yeah Caboose, why didn't you say anything?" Tucker demanded, but Church cut him off with a glare.

They waited for Caboose to say something.

"Um, see, I can't be the thing that you just said. Because, um, you see, I am a person," Caboose said as if they were talking nonsense.

The group exchanged glances.

"How does that even make sense?" Grif asked.

Caboose continued. "See, I'm not the Deli...sandwich that you were talking about."

Carolina shoved herself forward. "There has to be a mistake," she said. "There's no way that this idiot could ever have been a Freelancer." She walked up to the terminal and stared at it, before she started typing.

"I already tried that, it came up with Caboose's name every time," Simmons offered, but he was ignored.

"Tucker likes to eat sandwiches," Caboose said cluelessly. "And if I was a sandwich then...that would not be good."

Church growled. "Okay, we have to sort this out."

"How?" Sarge questioned.

"I don't know!" Church snapped at him. "Alabama, you knew him best. What was he like?"

Alabama was floundering with his own words. "I said I only went on a couple missions with him! He wasn't very good at combat, but he always surprised people. People never hung out with him because he was...weird," he finished lamely.

Church sighed and turned back to the blue soldier. "Caboose, what's going on?" He didn't know why he was asking the idiot for answers. He would be surprised if Caboose had even kept up.

"Tucker is going to eat me," Caboose replied simply.

"_What?_" Church threw his holographic arms into the air and stalked off. This was...this was just insane. He had gotten used to all sorts of crazy, unexpected events that made no sense whatsoever from the time he had spent in Blood Gulch, but no one had seen anything even remotely similar to this happening.

Wash was trying to calm everyone down, because in all honesty, he had no idea what to think. He couldn't really do anything but try to keep the others from freaking out. That, however, wasn't working, so he attempted to get an understandable response out of Caboose. He might as well have kept trying to keep everyone calm.

"Caboose, it says over there that you used to be Delaware. As in a Freelancer, not a sandwich," he tried to explain in calm tones.

Caboose just stared at him. "Um, I don't think so. Because, you know, I'm pretty sure I would _remember_ something like that," he said, an obvious tone in his voice.

Wash put his hand to his helmet and sighed. "If you're saying you're not a Freelancer, and that's saying you are...could there be someone else with that name?" He was grasping at straws and he knew it.

Donut was pretty calm about the whole thing. He was confused, sure, but not full-out mad like everyone else appeared to be. He just stood next to Caboose while the others were pacing or grumbling to themselves, and he had heard Caboose's reply to Wash's question. He knew what it meant, but he didn't know why Wash didn't.

"Guys, don't you get it?" he said, and suddenly they were all paying attention to him. "He doesn't remember. What if he was a Freelancer and something happened and he forgot?"

Alabama tilted his head. "What, like amnesia?"

"What could have caused that?" Simmons asked.

Carolina placed her hands on her hips. "That's a fine theory and all, but how can we be sure? How do we find out what actually happened?"

There was silence for a few minutes, when Tucker thought of something. "What else does the file say?"

Carolina turned back to the screen. "He stuck out like a sore thumb in the UNSC before his recruitment into Project Freelancer and no one wanted him because of his erratic behavior, but the Director saw his unusual skills and wanted him. He wasn't very high-ranking, but he helped the Director by transferring the Alpha." Her eyes continued to scan the words, and she shook her head. "The data in incomplete, it doesn't say much more."

Alabama sighed and walked over to the window, leaning on it. "So what now?" he asked. He gestured to Caboose, "He obviously doesn't know anything about even himself, so he won't be able to tell us anything about Zeta, or even Nebraska. Wasn't that the whole point? Now that we've gone on this goose chase, we've lost Nebraska. He still needs to be stopped before he does something bad. Now I don't know about you guys, but I'm still planning on doing that."

Sarge straightened up. "Hey Blue," he called.

"Which Blue?" Grif said sarcastically, and yelped after Sarge hit him.

"You're the memory whatsit, aren't you?" Sarge continued, his words directed at Church. "Why don't you do your ghost thing, and help Caboose find his memories?"

Church looked around at all the helmets turned toward him, before it finally dawned on him what that would imply. "What? Oh, no way. No _f***ing_ way! I hate it in there!"

"Can you do that?" Carolina's interest peaked.

Church stammered. "Well...yeah, probably, but that place sucks!"

Wash tilted his head. "Why is that?"

"Imagine yourself being in Caboose's mind, Wash. Everything is a mess, nothing makes _any_ sense, and his mental images of all of us are completely messed up," Church explained, a scowl on his holographic face.

Tucker gave a short laugh. "I am so glad I don't have to go in there!"

If Church could have punched his teal teammate, he would have. That was probably one of the things he missed most about having a body. He just resorted to glaring daggers at him. But he thought about it. It really was their only option. And now, to him, it wasn't about finding Nebraska and stopping Zeta anymore. Caboose being a Freelancer...it changed everything. Church had to find out if it was true or not. He had to know. But the truth was...he wasn't sure if he wanted to. Looking at the floor that was several feet below him, he sighed.

"Hey Caboose! Head's up!" he called, looking up again.

"Huh?" Caboose looked at him quizzically, in time to see Church rushing toward him.

Church jumped into Caboose, and his hologram disappeared.


	16. Chapter 16

**Hey guys! First off, thank you SOOOOO much for all your support in this! All of your reviews are just awesome! Second, I was going to make this chapter longer, but then it became so long, I figured it should probably be divided into two chapters. I know you guys wouldn't mind having extra to read this week, but the truth is...well, it's not quite all written out yet. Anyway...have fun!**

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**Many Years Ago**

"Finally! Blue base!" Delaware sighed in relief as they turned and were greeted with the sight of the other simulation base.

Nebraska turned questioningly. "And the Alpha's here? Why?"

Delaware watched the small armored figures walking around from their vantage point. "I'm not sure why, but the Director stationed him here."

"So...he's paired with one of the soldiers?" Nebraska actually knew more than he was letting on, but there was always an advantage to be had when concealing just how much knowledge he possessed.

Delaware just shook his head. "No, he's got his own robot body."

Nebraska glanced over as they started descending back into the canyon. "And how do you know that?"

"That's what the Director had me do, was transfer Chur-the Alpha into the robot. I didn't know what I was doing at the time, but I pieced it together."

So that part was confirmed. Nebraska had had his suspicions about Delaware's secret project, but he hadn't known it had involved the Alpha. This information probably wouldn't come to any use to Nebraska in the future, but it was better to note these things anyway.

Delaware started talking about the plan. "So since I've got blue armor, they might not notice me for long enough for me to approach him and get him to come with me. He'll probably want us to rescue him, but he might be afraid of getting caught again. You will...wait in the shadows where they can't see you, and you can help if anything goes wrong."

"And what do we do once we have him? What if we're caught?" Nebraska wasn't planning on going with Delaware that far, but Delaware himself didn't need to know that. He had put in the 'we' even though he knew he wasn't going to get caught. He wasn't even going to be seen. Like a ghost, he would drift about the outskirts and watch it play out, and either help or hinder according to the circumstances.

By the way Delaware hesitated, it was clear he hadn't thought that far along. "We, uh...grab him and run like crazy."

Nebraska only nodded, although he knew Delaware was never going to get away with this. Nebraska could be the turning point in how this turned out; he could either interfere and make it so that Delaware succeeded, or he could slip away once again. The only problem with that last option was that Delaware knew he was alive, and even though Delaware thought of the gray Freelancer as a friend, the knowledge of his survival could always be forced out of him. Nebraska had no choice but to ensure that Delaware was silenced.

"_Then do it and be done with it,_" Zeta drawled within the depths of Nebraska's mind.

Nebraska didn't reply to the comment, either verbally or mentally. Zeta knew what Nebraska thought of him, and vice versa, though they knew the partnership was necessary for now. They could work together as long as required, and neither knew how long this would last. Whatever the future had in store, they would move with it.

Nebraska noticed that the A.I. was preoccupied with something...he had picked up something unusual. Not everything was the way it should be. "_What is it?_" he questioned Zeta, the question thought rather than voiced.

_"I don't know,"_ Zeta replied, a tone of worry and the ever-present fear in his voice. "_There is a...disturbance. Something on the sensors that...isn't there._"

_"What does that mean?"_ Nebraska was frustrated by Zeta's vagueness.

"Hey man, are you alright?" Delaware's voice suddenly spoke up, pulling Nebraska out of his mental conversation.

Nebraska relaxed his posture, which he hadn't realized had been tense. "Yeah," he shrugged it off with a wave of his hand. "You go ahead and do your part of the plan. I'll find a location where I won't be seen, yet can get to you quickly if I need to."

When Delaware nodded, he took off in a different direction, leaving Delaware behind. "_Where are you going?_" Zeta asked, still not showing himself.

"To investigate," Nebraska muttered, liking saying the words aloud better.

Zeta appeared in front of Nebraska's visor as he continued to move, creeping along the shadows by the icy wall next to him. "I do not think that is wise. Neither of us have an idea of what could be causing the disruption. Chances of it being the being the bogey that almost killed you in the first place are rather high, and your wounds have not fully healed yet."

It was true. Without professional medical attention, his body was still sore and his constant activity prevented him from healing fully. Nebraska continued anyway. "I didn't get to where I was by playing it safe. If it is that thing-which somehow, I doubt-then we got away once. We have an advantage in my armor ability, which the bogey doesn't possess."

Zeta tilted his head, his aura darkening threateningly, and folded his arms. "And what do you suppose it is?"

Nebraska halted in his movements to stare at the A.I. "That's what I intend to find out. If there's someone else who you think will be able to protect you better, go ahead and transfer yourself to them. If you disagree with me, you can do the same thing to me you did to Vermont. However, you haven't done it yet, which means either you know you need me, or you're curious as well as I am as to what's on our tail."

Zeta didn't reply, and the two locked stared for a minute, before Zeta finally disappeared. Nebraska started moving again. Blue base was still in sight, and if he looked hard enough, he could see Delaware trying to approach stealthily. And something else was coming from the same way he had entered the canyon. He couldn't see the figure; it was just a dot on his visor, but it was coming closer to his location. However, it was approaching at an angle that told Nebraska that whoever this person was wasn't headed toward him. It was going to the base.

Had it come for the Alpha? Or Delaware?

"Zeta, do scans on the cliff next to us," Nebraska ordered, and instead of questioning, Zeta knew what he was planning.

Half a moment later, he came back with a report. "_There is a pocket of air five and a half feet from the surface of rock facing you. It extends to the north, I don't know how far._"

"Good. Activate the phaser; if what I think is right, it connects with a cave entrance I saw just a little ways from our location. We should be able to go unnoticed by whoever that is," he said, and Zeta complied. Diving into the solid stone and coming out into an underground tunnel, he followed it quickly in silence until, sure enough, he can to an opening. Making sure to stay still so the figure wouldn't notice him on the sensors, he looked around for the person. Ahead and a little to the left, he saw a person in armor standing in the snow, facing Blue base, and he could see it better now.

Without warning, Zeta started screaming in his mind. He was yelling incoherent words, emotions raging inside of him like a violent hurricane, and Nebraska's own thoughts and emotions got caught up in the whirlwind. He was going crazy, and there wasn't anything either of them could do about it.

Stumbling to his knees, Nebraska gripped his head in his hands, and it took all his might not to call out in pain and terror and call attention to himself. _"Zeta, get a grip on yourself!"_ he managed to yell in his head to the A.I., but Zeta was too far gone to pay any attention.

Caught up in the anguish, Nebraska didn't notice the dark figure suddenly meld into its surroundings and drift through the snow, now invisible.

**Present Day**

"Ugh."

The groan echoed throughout the empty spaces, and bouncing off the crumbling walls. Church glared at the junk that was strewn across the ground and at his trashy surroundings. Caboose's mind was just like he remembered it. With a sigh of resignation, he started walking around to see if he could find something useful in this mess. It was oddly quiet, he realized as he picked through the junk. Where was everyone?

"Hello."

Church nearly jumped out of his armor as he spun around. "Holy sh**, Caboose! Don't sneak up on people like that!"

"Not my fault..." Caboose said.

"I did it!" Another voice called out, and Church looked over to see Caboose's mental image of Tucker. He groaned again. If there was anyone he hated more than the real Tucker, it was this guy. Tucker walked over and looked at Church. "Oh, it's you again. I should probably go away so that you two can be best friends together. I'm going to go find all the ladies, although I don't know what I'm going to do with them once I find them." Tucker said all this in a simple and stupid-sounding way then walked off.

"So Church," Caboose said when Tucker was gone. "Do you want to be my-"

"No," Church replied shortly, then turned away to get a better look. Where would the memories be? He started walking one way and heard Caboose fall into step behind him. Finding anything in this place would be difficult, with no organization or anything at all. In the brain of a normal person, things might be twisted, confusing, or messed up. But at least there was a sense of order. This was not so in Caboose's mind. "Hey Caboose, do you know where your memories are?" he asked bluntly.

Caboose hesitated. "Memories...um, yes...or at least I_ would_ if I...remembered where I left them."

Church clenched his hands into fists. He really hadn't expected anything more. And with his luck, Caboose would probably try to follow him around everywhere, making him even more miserable than he already was. "Hey Caboose, I have an idea," he said, and Caboose perked up.

"An idea? I love those! I almost never have ideas."

Church nodded, ignoring what Caboose said. "Yeah, I think we should play a game. How about you go somewhere else, and if I don't see you at all until I leave, then you win."

Caboose thought about it for a minute before answering. "Ok! I love games! I am going to win!" and with that, he ran off.

Church sighed in relief and turned away, continuing his search in the ensuing silence. However, it was only a moment before something heavy slammed into his back and pinned him to the floor. "Son of a b****! What the f***?"

"Be quiet!" a voice ordered. Apparently it was a person sitting on top of him. A person with a familiar voice...

"Carolina?" Church asked incredulously, instantly dreading whatever crazy way Caboose envisioned the aqua leader. "What the hell are you doing?"

"Who are you?" Carolina demanded, putting the end of a pistol to the back of his head.

As much as Church wanted to let her pull the trigger, going back to the others with the excuse that he was kicked out, he couldn't. "It's me, Epsilon! I'm Church!"

There was a hesitation as he waited for her to react. Then suddenly the weight lifted and Church picked himself off the ground.

"I know you," Carolina said, looking at him.

Church scoffed. "Well, you should. I'm the one in your head most of the time."

Carolina looked at him oddly. "You're Caboose's best friend."

Church facepalmed. Of course she would know him as Caboose's best friend and not the sarcastic voice in her head. Groaning, he looked up at her again, in time to see her raise her pistol and shoot the wall. "What was that for?" Church asked.

Carolina crouched, staring at the wall. "I don't like that wall! It's the ugliest wall in this place!" With that, she ran at it and gave it a hard kick.

He was ready to just give up. He didn't even argue. "Ok, whatever. You know what? I'm just going to go." He walked away from her and went back to looking for Caboose's memories. The sooner he could find them, the sooner he could leave before he became as crazy as everyone else in this place.

Epsilon must have gone through the entirety of Caboose's mind at least three times and didn't see anything. While it was true that he didn't even know what Caboose's memories would look like, he knew that he would know when he saw them. He was starting to think that the memories weren't even here...but even when a person got amnesia, the memories were just hidden from them. And what about any memories simply from yesterday? Church couldn't find anything. His only consolation was that Caboose had stayed true to playing the game and hadn't bothered him since he had arrived.

However, all good things must come to an end.

"Church! Hey Church!"

Spinning, Church was greeted to the sight of Caboose running toward him, holding something. "What? What do you want? Can't you just leave me alone for _ten f***ing minutes?"_

"Yeah, um, I got bored of our game. I don't want to play anymore." Caboose stopped in front of a furious Church and held his hands out. "I made you a present."

Church looked down and stared incredulously at the object. "A cookie? What makes you think I want a cookie?"

"Everyone loves cookies!" Caboose shouted gleefully.

Church grabbed the cookie. "What the f***, I haven't eaten anything in years, I might as well."

Tucker came up to the two of them. "Hey Caboose, remember that time when you made muffins for Sheila? I thought it was dumb, but really, I am the one that's dumb."

Suddenly the walls lit up like someone was pointing a projector at them, showing images of Sheila and Lopez in Blood Gulch, with Caboose watching them from the base.

_"Sheila! Come back to meee! I made you a muffin!"_

This caught Church off-guard. "What was that?"

"I remember that!" Caboose said to Tucker. "I make really good muffins."

Suddenly Church realized what an idiot he had been. He had been looking in all the wrong places. They were _Caboose's_ memories. Even though he was in Caboose's mind, it made sense that his memories were with him rather than just laying around. The downside was that he would have to get Caboose to remember his own memories. He wouldn't just be able to find them for him, the idiot had to be able to do it himself. The_ other_ downside was that getting away from Caboose wasn't an option anymore.

Church groaned for probably the hundredth time that day. "Caboose, let's...play another game."

"Ok!" Caboose chirped happily. "Do you want to play hide-and-don't-seek?"

"No," Church replied. "I'm going to try to get you to remember."

"Remember what?"

Church thought this over. "We'll start small. Remember the time you killed me?"

"Which time?" Caboose inquired, causing Church to groan yet again.

"All of them," he said, gritting his teeth.

The images appeared again, first showing Caboose driving the tank for the first time.

_"Firing main cannon."_

_"You shot Church, you team killing f***tard!"_

Then to Caboose and Tucker sneaking around the canyon in black armor.

_"One of the Reds has Tex. I am going to shoot him, and kill him, and free Tex. Then Church will forgive me for killing him, and we will be friends."_

It changed again to Caboose with Sarge and Tucker in...some sort of janitor's closet, it looked like.

_"This is the button to find Church! Church is going to be so happy with me!"_

Church finally shook his head roughly. "Ok! That's enough. I don't need to see myself get blown up," he said bitterly. At least he knew it worked. "What about when you got me out of the memory unit?"

Caboose thought about that one, then perked up.

_"What are you doing here?"_ That was Church's voice.

_"Saving you! We found you in the place they were keeping you and we traveled a really really long way to come to this place, and fought a bunch of people, and then fought a bunch of more people, and then we got you and took you and saved you, the end."_

"Ok," Church muttered. At least none of these memories were messed up or anything. They were surprisingly accurate so far. The memories themselves seemed intact, it was probably just Caboose's own interpretation of them that got messed up when he told the others stories. "What did we do today?"

"We found a giant spaceship and everyone was upset about a sandwich," Caboose replied simply as the images started up again. "This is fun! Is it your turn now?"

_"Broken! Oh no, that means that we are going to crash!"_ Caboose's voice from then echoed through the empty space.

_"We're not even in the air!"_ was Church's protest when Caboose had said he couldn't wait to go for a ride.

_"Did we crash already?"_

The images were concluded by a fuzzy image and a jolt, leaving Epsilon to wonder what that one was. Nothing like that had happened while they were at the ship...

Church's voice was low. "Caboose, what do you remember of the Director?"

A memory of Carolina came up. _"You're going to help me kill the Director."_

_"The mean lady wants to find the Director and since you have all of his memories you might know where he went...and when she finds him, we're going to throw him a very big surprise party."_

After that came another voice, one that ended in dead silence. There it was. Epsilon stood there, frozen to the spot, staring at ground. He could recognize that voice from anywhere. And even though it had only spoken four words, it had just confirmed what Church had come here to find out.

_"Welcome to Project Freelancer."_


	17. Chapter 17

**Hey guys! We're getting into some pretty deep stuff here. What are the motives driving the bad guys? The whole reason all of this started in the first place? Will you find out this chapter? Ok, I'll stop baiting you and just let you read it. **

**Disclaimer: I don't own RvB, it still belongs to Rooster Teeth.**

* * *

**Many Years Ago**

Delaware was getting close enough to make out individual soldiers and armor colors. He didn't want to just go walking amidst them; instead he wanted to blend in, make them think at first glance that he was one of them. Hopefully, by the time anyone noticed anything unusual about him, he'd be gone. Scanning the ranks as he continued to get closer, somehow still unseen by the groups of them all, he finally saw the one he was looking for. One in cobalt blue armor was standing a bit away from the main group with another one, talking by a large rock that was jutting out of the ground.

Going wide so that he could approach the boulder from the other side, hoping that Church wouldn't freak when he saw Delaware, he was out in the open now, but close enough that the sim troopers probably wouldn't think much of it if they glanced over at him. He heard some of them muttering to themselves.

"Man, it's f***ing cold."

"I hope we get some action."

Suddenly, a crack filled Delaware's ears as something hit the back of his head and he was lying on the ground. His head hurt like crazy and he was having trouble seeing straight. Trying to focus on his surroundings and what was going on, he squinted at the Blues.

"Bloody murder! Bloody murder!" one of them screamed while he ran in circles firing his shotgun. The next moment he was down, and the base erupted in chaos, fighting...the air?

Delaware struggled to get up while he scanned the action...there! A slight shimmer. Someone was using a cloaking enhancement to kill all the Blues. And if that someone had tech like that, chances were the person was a Freelancer. But who? Delaware realized that the Alpha was in danger, and he rose to his feet before his vision went black and he was forced down again. The dizziness prevented him from getting up, so he crawled over to the rock, where Church and his buddy still stood. They hadn't noticed him yet.

Then right in front of his eyes, the shimmer in the air solidified to show a black-armored soldier, one that he faintly recognized. He watched as she reached up to the Blue soldier, and the next thing he knew, she had his skull in her hands and was pummelling the man with it.

Delaware's disoriented mind was blank at the sight. "That doesn't seem physically possible," he muttered to himself, only to hear the words repeated from the mouth of the dying trooper. He feared for the next target, the only person left standing...but Texas went invisible again, and he lost track of her, and Church was left to look around him.

He made another attempt at standing when a fist slammed into him, knocking him back. He was then being dragged through the snow into an alcove in the canyon side, and an invisible arm slammed him into the rock, banging his head painfully a second time.

"What are you doing here?" a feminine voice demanded, and Texas deactivated the cloaking enhancement again, leaving Delaware to stare into her blank visor.

"Wha...I'm...you aren't going to hurt him?" Delaware rasped out, trying to focus on the two images of the black Freelancer that stood before him, slowly merging into one figure.

Texas knew who he was referring to. "Of course I'm not going to hurt him. Now what do you want with him?" She raised a fist, and Delaware flinched.

"I-I was going to take him away. I d-didn't want the Director to torture him more..."

Tex held her stance, before slowly stepping back and releasing Delaware, lowering her fist, and he fell to the ground once again, head in his hand. Man, she really knows how to hit _hard_.

When Delaware looked up again, Texas had her back to him and was looking off into the distance at the lone Blue soldier. She turned back to Delaware. "You're going to try to get him out?" the hard edge was still in her voice.

"Y-yeah," Delaware stuttered, fearful of her inflicting more bodily harm on him.

"How do I know you're not lying?" she stepped forward threateningly.

Delaware racked his brain for answers, trying to come up with something she would believe, then sighed. "You...can't, I guess."

Tex huffed, then glanced back out to the canyon. "You'll never make it," she muttered. "They're on their way. I have to go."

"Wait, what?" Delaware asked in confusion.

"Project Freelancer, they're on their way," Texas warned, laying it out plainly for him. "You sure you want to try to get him to safety?"

It only took half a second for Delaware to nod in determination. "I have to save him," he said with finality.

Tex shrugged. "Good luck then, kid," she turned to leave.

Delaware watched her. "Ok...um, goodbye Texas," he said awkwardly.

This made Tex pause, and she glanced over her shoulder. "Don't say that," she ordered, and without another word she vanished, leaving Delaware to watch the warped air and kicked up snow as she left.

He stood up, the pain his head from her punch now dulled to an ache rather than a pounding, and he stepped into the open again. Now he didn't have to worry about stealth, or confusion from the Alpha anymore. Now he just had to be quick. He had to be smart. He had to find Nebraska and get the Alpha before Project Freelancer showed up, and not get caught.

"Well...f***," he muttered as he realized the hopelessness of his task, and started moving forward and quickly as his body would allow to get it done.

**Present Day**

It wasn't working. No matter how what he did, Caboose would not cooperate with him. It should be a simple thing, and yet it had to be the most difficult thing in the world.

"Caboose!" Church screamed. "Shut up! Just shut the f*** up!"

Caboose continued to ramble happily about the moon and how he had lived there.

If Church could have pulled his hair out by the roots, he would have done so by now.

He had been drilling Caboose for sensible answers for what felt like hours now and he had yet to find another mention of Caboose's life as a Freelancer. He had confirmed it in stray thoughts and images floating around Caboose's mind, but that was completely different from actually finding what he was looking for. He _knew_ they were there, they just...weren't there. To put the icing on the cake, he had been stuck in Caboose's _mind_ the whole time, and he could almost feel his own mind deteriorating from the crazy that was in there. His patience was about to snap-but then again, it had snapped five minutes ago...and five minutes before that.

How was it that Caboose remembered his whole life from his childhood up until now, but everything between him accidentally joining the army and being stationed at Blood Gulch was blank? If Church could see what had happened to make him lose his memories, he might know where to look, but to know that he had to...actually find them first. And he knew the memories weren't gone, because it just didn't work that way.

He was seriously about to wrestle someone's gun away from them and shoot himself. Only trouble with that, was apparently Carolina had stolen all the weapons and had them stashed somewhere, and Epsilon didn't really want to go ask her for one of them. Though perhaps, if he did do that, she might end up killing him...Church toyed with that thought whilst he ignored Caboose.

"-and then my sister and I, we wanted to see if we really could, so we took his car and drove it off the ramp and we went really _really_ far, and we jumped out of the car while it was in the air, but because we were on the moon we didn't get hurt when we landed, but Burnie's car landed in the huge pit of oil and...he was not very happy. Man..." Caboose's voice took on a tone of wonder as he thought about the time. "That was a big explosion."

Church pinched the bridge of his nose before putting his helmet back on his head, completely hopeless by now. "So Caboose...you don't remember York?"

He had been trying to use the other Freelancers to stir up memories from Caboose...nothing had worked yet. "Nope," was Caboose's reply, and no images came up.

"What about North Dakota?" Nothing. "South?"

There was an image this time and Church got his hopes up. But then he recalled when Washington had shot her, and that was the memory Caboose was showing right now. "She was a nice evil shark lady that was mean," Caboose said cluelessly.

"_Nice?_ She was a b****! She shot Wash in the back! She betrayed her own brother! She-_ugh_, never mind." Church stomped away before immediately returning to the blue soldier. "And you don't remember Nebraska?"

"Uh...no."

"Delta?"

"Nice glowing green person!"

"Theta?"

"Theta? That sounds a little like Zeta..."

"Do you remem-" Church was cut off by another image, and the ground underneath him shook in an unexpected reaction. "What caused that?" Church asked after his stream of curses had been uttered. He hadn't had a good look at the image, but it had been fuzzy anyway.

And it had happened when...Caboose had mentioned Zeta.

"Caboose...have you met Zeta before?" Church asked, his frustration forgotten.

"Ummm..." Caboose thought for a minute. "You know, I don't remember. He is a very scary person."

"Do you know why he's so scary?" Church prodded.

There was another second of silence.

"No."

Church grew tense again, clenching his teeth. "You know Caboose, if we're going to find answers, if we're going to make _any_ progress at all, you're going to have to work with me, you're going to have to at least _try_."

Caboose ignored what Church had just said in favor of getting excited about something. "I remember what I wanted to tell you," he said, bouncing up and down.

Church sighed. "Yeah?"

"I'm sorry."

That caught him off guard, and Church looked up at Blue team's rookie. "What?" he asked in confusion. "What are you sorry about?"

"That I couldn't save you," Caboose said.

Church was perplexed. One minute Caboose couldn't remember a single thing, then the next he would say something like this. "Save me from what?"

"I don't remember. It's just something that I wanted to tell you."

This was too confusing. Church vigorously shook his head and changed the subject back to the topic at hand. "Ok. What do you remember about Zeta?"

Again, the same thing happened as last time, making Church stumble slightly and Caboose just tilt his head, looking at the half-formed image that tried to appear. Caboose gazed down at the tips of his boots. "I don't want to," he muttered.

"_What_?" Church. "Why not? We're _so_ close! Don't you want to have answers to all of this?" Church was pacing in front of Caboose, each step more of a stomp.

Caboose watched him. "Y-I looked inside once." He shivered slightly. "It was scary."

Church almost had smoke coming out of his ears. "Looked inside _what?_ Caboose, you're not making any sense!"

"Yeah-um, looked at the pictures. It started to play a movie but it got scary so I made it stop," Caboose was his cheery and oblivious self again.

"A movie? What the f*** is that supposed to mean-wait...a movie. You mean like the memories?" Church asked, no longer pacing. "Caboose, where is it?"

"I don't want to watch the scary movie." Caboose paused. "But you are my best friend, so I will show you." With that, he turned and started walking away, leading Church somewhere.

"I am _not_ your-wait, what?" Caboose had left so suddenly, Church had to catch up. Was he going to do what Church thought he was going to do? Could his search finally be over? After a few minutes of not entirely paying attention to where they were going and ignoring a story that Caboose was telling him, he realized that they didn't appear to have a destination. "Caboose, do you know where we're going?"

"Of course!" Caboose replied. "Let's see, turn left at the crumbly wall then turn right at the _next_ crumbly wall...or was it right first and then left?" Caboose paused to think. "Which way is left again?"

"You've got to be f***ing kidding me! You're telling me you don't know where you are? We're in _your_ brain, dipsh**!" Church looked around, glaring at everything around him. "I recognize this place...this is where Carolina ambushed me! Then she started attacking a wall..."

"A wall? I wanna see!" Caboose ran over to it.

"Caboose it's a _wall._ Seriously, they're all over the place! It's not even intact! It's like every single other wall in here!" Church marched over to it.

Caboose just stared. "I know this place!" he shouted triumphantly. "We're here."

"What? _Here?_" Church was astounded again. This place never failed to surprise-or annoy-him.

"Yep!" Caboose proclaimed. "I know it's here...somewhere."

"Ugh. _Fine._" Church started moving to look around, but he couldn't see anything. All that was there was a wall. There wasn't even anything behind it.

"Found it!" Caboose called.

Church honestly didn't expect anything after all this. Looking over, he saw Caboose bending over by a pile of rubble that had collapsed from the wall and pull something out. Caboose handed it to Church.

"This? This is what we've been looking for the whole time?" Church asked incredulously. It looked like a folder of sorts. Taking it from Caboose and turning it over, he face-palmed. In large black letters was the word **SECRET**. Of course it had to be something like this. And Caboose was telling him that everything was in there. He hesitated. "Here...you open it," he handed it back to the rookie.

"I can't," Caboose said, not taking it back.

"What do you mean you can't? I get that it's scary, but it's just like watching a movie."

Caboose shook his head. "No, see, it won't open." He took the folder and attempted, but it only opened a crack, leaving its contents hidden from them.

"Let me see." Grabbing it again, Church tried to pull the two halves away from each other, but it didn't work. It opened just enough to cause a blurred image to flicker into life, but it disappeared again before anything could be seen. What the f*** was wrong with this? It looked like it should open easily, yet...oh. "There's _tape_ on the sides?"

Indeed, there were strips of what appeared to be clear, hard to see tape binding it together. He scratched up a corner and pulled it off, doing the same to the other side, the looked at it. "I guess we'll start at the beginning," he said, and opened it.

Caboose looked up at the images and listened to the voices that came out. "I love movies!"

It showed Caboose-as Agent Delaware-boarding the _Mother of Invention,_ and getting his armor. It showed him meeting some of the other Freelancers, the friendliest being none other than Nebraska. Watching Nebraska from back then, Church couldn't help but think that he was just a victim of Project Freelancer too. That he used to be a pretty decent guy...

He suddenly recalled when he first met the gray and white Freelancer, back in Valhalla. He had acted as nice and friendly as he was in the memories, but that's all it was. An act. So he had mislead Caboose the whole time?

The memories continued for a while and they watched the history of Project Freelancer through Caboose's eyes, all the missions he had gone on, all the mistakes he had made. The times that he ended up saving his team. While Church watched the mission to recapture Wyoming after the ship crash, he couldn't help but see Caboose differently. "You were actually kind of a bada** back then," he said, then immediately took it back when Caboose almost crushed his teammates on accident with the wraith. Twice. "No, you were still an idiot."

He saw the Caboose wasn't all that different back then...and at the same time, he was. He was still him, just...smarter?

The memories continued until Delaware found out the truth about the Project, and Church was still awaiting the 'scary person' that Caboose had spoken of. Whoever is was, he figured it wouldn't happen until the end of these memories, being what caused them to become lost in the first place. The two of them sat, unblinking, watching it unfold, Church striving to discover the truth.

Caboose was facing demons from his past, and even though he didn't really understand, he still didn't want to do it...but at least it was alright with his Best Friend beside him.

* * *

It was quiet in the room with just the three figures inside of it. Everyone else was exploring the rest of the ship, or trying to find supplies they could use. They had convinced Carolina to get some rest, and Wash had volunteered to wait for Church to return and Caboose to wake up. He could tell she was exhausted, yet restless at the same time. It had been a whole day since Epsilon had gone in to try to find Caboose's memories, and Caboose himself had been unconscious the whole time. Wash couldn't help but wonder if something had gone wrong.

However, as soon as he thought that, a soft blue glow appeared in the room, and he looked over to see Epsilon's hologram above the comatose soldier. Instead of saying anything, Wash just waited for Church to speak.

Church was uncharacteristically silent for a moment before looking around him, his gaze landing on Wash. "It's _her,_" he whispered.

"What?" Wash asked, leaning forward slightly.

Church shook his head. "Zeta, he's not fearless. He's the exact opposite. He's absolutely _terrified._ He's going to try to bring her back again. Even after everything the Director did, that Alpha did, he's going to keep trying." Anger was evident in his tone.

Wash was pretty sure what Church was talking about, but he wanted clarification anyway. "What are you talking about?"

He noticed Carolina to the side, listening intently, the look on her face saying that she knew the answer and was dreading it also. Church sighed as he recalled what his trip into Caboose's mind had shown him.

"It's Tex. He's going to try to bring her back because he's scared to death that he's never going to see her again."

* * *

**AN: Dun dun dun! Just adding this little Author's Note down here to let you know in case there's any confusion that yes, Church did see all of what happened to Caboose. No, I will not show you what he saw. :P Just kidding, yes I will, just not yet. We're not going to disrupt the system we've had going here since chapter 1, we're still going to follow along in normal order to the Many Years Ago storyline, and you'll see what happened a bit closer to the end, which we are coming to. Sorry! **


	18. Chapter 18

**Sorry this is late, the past week and next week has been and is going to be irregular. It's late, so I'm just gonna go to bed rather than continue stalling you from reading the chapter. See ya. **

* * *

**Present Day**

The Reds, along with Tucker and Alabama, had returned to find Church back and were informed of Zeta's plan.

"Well f***," Grif grumbled, thinking of his sensitive area that was _still_ tender from his last few encounters with Tex.

"How many times is she going to be brought back?" Tucker asked incredulously. "This is getting ridiculous."

Sarge grunted. "As viscous as she can be, that's pretty far from the whole 'taking-over-the-world' plan we thought they had, isn't it?"

Alabama turned to the Red leader. "Agent Texas is...complicated. I might not know the finer details, but I know enough about her to know that she's a copy of someone, and that the Director couldn't bring her back the way she used to be. Regardless of Zeta's reasons for bringing her back again, what do you think he plans to do with her once she's back? His only plan right now might be to just bring her back, see her one last time, but if the Director was able to make all those copies fight all of you to protect him, imagine all the havoc Nebraska will be able to wreak with her on his side?"

That brought a new prospect to the situation. Even if it was Tex, it might not be the same Tex that helped them chase down O'Malley, that assisted in the failed quest with Crunchbite, that broke into the same facility she had fought so hard to get out of just to rescue the Alpha. She might be just like the drones they had battled before they encountered the Director himself.

Carolina pushed herself up to her feet. She hadn't gotten any sleep since before the raid on that base where they downloaded the files onto Simmons' flash drive, but now that they had the answer of 'what,' they couldn't delay any longer than it took to figure out there 'where.' "Where would they go to do that?" she voiced her question.

"The last place she was," Epsilon muttered. "If Zeta really thinks he can bring her back again, he would need something to put her in. What better place to go than where there's literally dozens of empty shells he can take his pick from?"

"That actually makes sense," Simmons noted. "Less work for them than building a new one."

"Let's just hope we're not too late," Wash said grimly.

Donut shifted his weight. "Or that we don't have the wrong place. You know, it's kind of odd how we're all confident that Zeta and Nebraska are in the most likely place, when they might not _actually_ be there, and yet they're probably going to be there anyway. I mean, who would want to go back to that place? It's so dull and boring! You know what we should do? We should lighten the place up with some decorations! I'm thinking maybe some periwinkle would compliment the place..."

"But periwinkle is a shade of _blue!_" Sarge protested, saying the word 'blue' as if it were a curse.

Caboose finally stirred on the floor, and all eyes turned to him. No one moved as he sat up and peered at them all, and no one said anything. No one even knew _what_ to say. How would Caboose act? Was he still Caboose? Or was he a Freelancer again? How much had changed?

Caboose looked at them all, confusion evident on his face. "Why are you all staring at me?" Then his eyes widened and he gasped dramatically. "You guys are not moving! Did-are you frozen? My friends are all frozen! How did this happen? Tucker! Tucker talk to me! Agent Washington?" With that, he stood up and walked to Donut and started yelling in his face. "Don't worry Master Cookie! I will save you!"

Donut stepped away, taken aback. "Caboose, I'm right here! You don't need to yell."

"Private Frosting! You are safe! I am so glad!" Caboose them promptly threw his arms around the pink soldier.

"So...he's still an idiot?" Tucker hesitantly questioned.

"And I got my hopes up that we wouldn't have to deal with a dumb Caboose anymore," Grif sighed.

Alabama was confused. "I don't get it...if he has his memories back, shouldn't he be...himself again? You know...smarter?" he asked lamely.

Church shook his head. "There was more damage than just to the memories."

Wash stepped forward. "We should probably get moving. They're way ahead of us, so for all we know, they might have finished it already," he said. "That is, if you guys still want to help. Adding Texas to this whole thing...changes things a bit."

Tucker snorted. "We've come this far, haven't we?"

"We beat her down pretty good last time," Sarge added.

"Bow chicka bow wow."

"F*** it, why not? Though we're all probably going to die," Simmons said.

Carolina shifted her weight from one foot to the other. "The storm hasn't passed completely, but the worst is over. We could probably leave now with only slight difficulty."

With that, they gathered their stuff and started through the maze-like _Mother of Invention._ If they didn't have the former Freelancers with them, they would have gotten lost, but as it was, they made it to the hole they had entered in and went to get the jeeps. They had to shift some snow out of the way to get them out, but they were piling in the cars in no time, those who needed rest would sleep on the way, and those who were good to go would drive.

They weren't going very fast, but still making some headway, and Wash could see the clouds thinning some. Glancing over, he saw that Carolina was asleep next to him, and he had begun to hear snores from Caboose a while ago.

"Epsilon?" Wash called, knowing the A.I. was there.

He flickered in front of Wash. "Yeah, what do you want?"

Wash sighed, thinking about how to phrase his question. "What...what happened in there?"

Church glanced back to Caboose, knowing what Wash was asking. "Man, this is so messed up. When I heard that Delaware was really Caboose, I was...I mean, after what happened to me there...and to you...and he was there the whole time? It just made me angry. But then after I saw what happened to him back then...I'm not mad anymore. Not at Caboose anyway."

Wash listened quietly. "So what did you see?"

Church gave a harsh laugh that turned out more like a growl of anger. "I thought what happened to you, me, and the others was pretty terrible. What happened to him was...just as bad," Church turned and looked out in front of the car, at the lightly falling snow and the ground that slipped under the tires, bringing them closer to their destination. "If not worse."

* * *

To an observer from inside, it might have appeared as though Nebraska had peeled himself off the sealed doorway and stepped into the room as Zeta deactivated the phaser. It was only a small room, but it was the source of the feminine voice. Zeta's red form looked around him and fixated on the image on the wall. She spoke the same words over and over, like a malfunctioning or simple-minded machine, but in truth, it was just a recording. The woman sounded exasperated yet slightly sorrowful as she told them to put the camera away.

"Yes...Allison..." Zeta whispered as he gazed at her face, took in the words she spoke like a man dying of thirst would drink of a fountain.

"_Don't say goodbye,_" the recording of Allison said, like a woeful prediction.

Nebraska stood there awkwardly, before glancing at the body in the room. Kneeling down, he turned it over to expose the decaying face of the Director. He didn't flinch at the sight, only smiled in odd amusement, noting the bullet hole and the pistol that laid on the floor. "Oh, Director...how far you had come. You thought yourself invincible, surrounded by the very agents that betrayed you, confident that the law would protect you from the confines of prison, torn apart by no one but yourself. And now...killed by your own hand." Nebraska reached over and picked up the magnum, twirling it around in his fingers. "How very ironic."

Zeta turned suddenly, stopping himself from wasting away in front of the image like the Director had done before him. "Let's go. It took too long to get here, we can't waste time and wait for someone to discover our whereabouts," he snapped at Nebraska, who dutifully sighed and stood, holstering the weapon.

It had indeed taken them too long to come to this destination, as they had been forced to evade the UNSC. They went through the thick metal doorway again and made their way to the large room they had passed on their way here, where the dozens of bodies lay on the ground. Some had sustained considerable damage, while others had collapsed where they stood, and if they could be activated again, would prove fully functional. After a swift inspection and approval from his A.I., Nebraska picked one and hauled the heavy robot away from the others.

Zeta seemed to think he could get it right where the Director couldn't, but if there was merit to that belief or just cocky confidence, Nebraska had yet to find out.


	19. Chapter 19

**Hi again! I almost didn't have this ready for you guys today, but reading reviews always gives me motivation. Keep it up guys!**

**Disclaimer: I don't own Rooster Teeth. Which owns RvB. So neither of them are mine.**

* * *

**Many Years Ago**

Silence. Blessed silence. While his body was shaking and his head was pounding, the screaming was gone. Panting heavily, Nebraska was sprawled in the snow at the tunnel entrance. Finally pushing himself up to a sitting position, he felt in his mind the presence of Zeta, silent, but still there.

"What the _hell_ was that?" Nebraska demanded, angry at the A.I.

Zeta struggled to recollect himself, and gathered his energy to solidify in front of him, in the familiar form of a yellow hologram. "What was what?" he mocked, seething. "That? That is what I have to live with _every single f***ing day!_ And _you_," he jabbed a finger in Nebraska's direction, "have _no_ idea what it is like."

Nebraska scowled at Zeta. "I honestly don't care. The only thing I _do_ care about is that if something like that happens again, we're both dead, so you better learn to control yourself. Got it?"

Zeta glared at Nebraska, anger and disdain rolling off of him in waves. "If I had a way to control it, I would have done so by now," he said, an unspoken threat hanging in the air.

Nebraska struggled to his feet, unintimidated by the A.I., despite what he knew Zeta could do. Zeta wouldn't dare at a time like this. "I didn't say control _it._ I said control _yourself_. You'll never be able to get rid of it, not being the simple fragment you are, but if you can't shove it out of the way for now, we're not going to get away from here without me ending up in jail or dead, and there's no saying what will happen to _you_ once they find out how unstable you are. You want to get out of here? You listen to me and you bury it for now. There are other things I need you focusing on."

Zeta's posture was tense as if he were battling Nebraska for dominance. He didn't like being commanded like that, but he was still shaken from seeing _her_ again, and he knew the Freelancer was right.

He couldn't help but visit the past, seeing her face in his mind. Allison...she was all Zeta could ever think about. At first, after his creation, anything spooked him. He feared the Director, he feared the Freelancers. Feared everything they were capable of. Feared everything around him, really. But slowly, as he realized not everything was as terrifying as he believed, as he learned a little to not let his terror control him, the more present _she_ became in his thoughts. He was deathly afraid for her, and he had no idea why. He began to realize who she was and what had happened to her, and he realized why he was afraid for her. She was leaving for the military, and he had no idea if she would return.

But that had happened many years ago, and it didn't have any hold on the future. He never thought that she had such a hold on him, even after being dead for all those many years...until now. When he saw her...Agent Texas...he had heard about her, but never met her. And even after just a glimpse, he knew it was _her_. But it wasn't her. That horrible truth burned his core, and there was one thing that he knew now. He wasn't sure if something like this would happen again, if it would eventually drive him mad, if someday he might be forced to exterminate himself...but the one thing he _was_ sure of was that he had to see her again. It was like his life depended on it. It was like_ more_ than his life depended on it.

Agent Texas, she was only a shadow of Allison, but if the Director had tried to bring her back, it might be possible. Looking Nebraska in the eye, Zeta nodded and shoved all of that to the side. If he was going to see her again, they both had to get out alive and undetected. And that would mean tying up loose ends.

**Present Day**

It was only a blank wall, surrounded by a trashed base, with a lone tree standing out front. That didn't prevent Alabama from glaring it, however. He knew there was so much behind that wall, and he impatiently folded his arms, waiting for the A.I. to do his work. The entire facility had been put on lockdown and not even F.I.L.S.S. was there to help them. But then again, she was probably the only one that could have sealed all the entrances and shut off the life support in the first place.

"I still think we should get a truck full of giant explosives and blast this wall clear off the building!" Sarge exclaimed, similarly frustrated and the slow and boring process. "What we need is about fifty fusion coils and an entire tank of napalm. It'll be glorious! Simmons; I need to take out a few of your cybernetic ribs. I put a highly concentrated extract of kerosene in them that might come in handy for this task."

"WHAT? Don't you realize that kerosene is highly combustible and is a safety hazard when _not_ in people's bodies? Why the f*** would you even do that?!" Simmons began to freak out, as expected.

"To increase your capacity of course," Sarge promptly replied.

"How would that even-" Simmons was cut off by the wall supposedly splitting apart and revealed an entranceway, and Church reappeared from the console.

"Got it," he announced.

"No sh**," Grif returned sarcastically as the group entered the building.

It was a lot darker than the last time they were there, and Carolina glanced around. _He_ had turned the life support off as soon as she left, she knew. Alabama urged the whole group forward, and finally they approached the teleporter that would take them to the room full of Texes. And to their quarry.

"Just remember, they might have activated more than one of the Tex drones," Wash said. "We'll have to be ready for anything on the other side of that thing."

"Let's go," Alabama growled, and rushed forward. Carolina was right on his heels, and the rest followed.

Simmons sighed at the sight that greeted them. "I should have seen this coming."

"What the f*** did we ever do to her anyway?" Tucker questioned.

"Well Wash, you weren't wrong," Grif muttered.

Sarge cocked his shotgun. "You know, this is that feeling you get when something is happening that already happened before. Kinda like that feeling I get everytime I shoot Grif in the guts...except left satisfying. Heh heh."

Donut tilted his head. "And I didn't bring any sticky grenades this time."

Caboose bounced up and down in excitement. "Hi Tex! Wow! There are a lot of you! Well, I bet all of you must be best friends with each other!"

In front of them was a sight very similar to the one they saw the last time they came this way through that particular teleporter. Dozens of black-armored drones were facing them, preparing for a fight. The only difference was that some of the drones had been so badly broken from last time, they still lay crumpled on the ground, and repairs on others were obviously made hastily.

"Church?" Carolina whispered, staring at the Tex copies.

He nodded. If he had a face, he would have had a grim, yet sorrowful look on his face. He felt a twinge in his programming (he would have said heart if he had possessed one) that happened every time Tex was even mentioned. And here she was, yet again, in the never-ending torture that was her life. She deserved her rest. They _had_ to stop bringing her back like this.

Church transferred himself into the drone just like last time, emotions roiling inside of him. He entered the body, longing to see her inside, yet dreading it at the same time. Needing her to be back, and needing her to be gone.

"Tex?" he called.

Silence.

"Allison?" he whispered.

Nothing.

He waited. Waited for her to come out, even if it was to kick his a**. And waited. It was just a robot; much less extra space than in a memory unit. There was nowhere she could be inside of here that he couldn't easily find her. And still she didn't come.

She wasn't even there.

Quietly, Epsilon deactivated the drone and exited. It had been modified to run itself, without the help of an A.I.

He was brought back to reality when he saw his friends all facing against the drones, and he realized that Tex wasn't in any of them. They were moving differently, a bit more stiffly. They weren't being creative or adjusting their attacks, limited by their simple programming. They were going down much quicker than they had last time, not putting up as much of a fight as Tex would have.

Wash noticed that Church was out and the drones were still attacking. "What happened?" he asked, firing his rifle and bringing down another one in the burst of bullets.

"She not here," Church replied. "They're just machines."

Wash nodded. It made sense. He too had noticed they didn't quite carry the _kick_ Agent Texas had. "They must have been set up as a distraction."

The two spread the word around the others, and Church did his own bit to help, deactivating them one by one. It wasn't long before the last Tex drone was downed, but it had still been too long. Nebraska and Zeta could have done all sorts of things by then. Without hesitation, they continued forward, not stopping, as all the air-locked doors which had been previously shut after they left last time, were open. When they approached the room where Carolina and Epsilon had encountered the Director, it was clear that someone had been there.

Rubble was strewn across the ground and the last metallic door was bent and broken, and a large hole was blasted through the wall, exposing them to air from the outside.

"Why didn't we see this when we came in?" Tucker asked, glancing outside.

"Probably because they left while we were fighting the robots," Alabama muttered, looking for some clue as to where they could have gone.

Simmons made an observation. "Or, you know, we did go through a teleporter to get here. Do we even have any clue where we are? They could have left five minutes ago, or five hours ago and we wouldn't know-" he stopped when Alabama glanced sharply at him. He couldn't see the green Freelancer's expression under his ODST helmet, but his body language said he was not very happy. And Simmons had learned to stay away from Freelancers when they were angry.

Carolina stepped into the room where she had last seen the Director, and Epsilon's hologram appeared by her shoulder. There was no one inside-no one alive anyway. Carolina made a point of her features not changing as she glanced over the body, and Church had a look of disdain, but the one body in the room had already been there awhile and was otherwise ignored. The only thing that had changed in this room-save for the destroyed entrance-was with the large screen on the wall.

The video was still playing. Or at least, it was attempting to. It kept halting and repeating a few of the words, half frozen as it tried to play the scene it had no doubt played thousands of times by now. There was a web of cracks etched onto her face, so shattered it was hard to see the picture underneath, spreading around a hole somewhere in the center.

Things weren't adding up to Church. He looked back to the hole in the wall. "Why did they have to blast their way through when he's got a Phaser?"

"Because Nebraska wasn't the only one who needed to leave," Carolina said, turning away from the room and rejoining the others. "They took one of the drones."

"And they probably have Tex with them," Church finished, understanding what Carolina meant.

Everyone else was either looking for footprints-highly unlikely-or standing around, talking. Alabama had their backs to them all and a hand up to his helmet. He kept speaking like he was talking to himself, but then it became clear he was on the radio with someone. Carolina grew suspicious.

"Where?" Alabama asked. Then he nodded. "On it."

"Who was that?" Carolina spoke up, and Alabama jumped slightly, not knowing that she had been standing behind him.

He quickly recovered. "They've been gone for awhile," he said.

"And how do you know that?" Carolina questioned, hands on her hips.

Alabama tapped his helmet. "I have a contact in the UNSC. A military equipment manufacturing company was broken into and sealed from the inside, with the workers as hostages. They match the descriptions of Nebraska and Texas. We need to go."

Carolina shook her head. "How do you have a contact? I thought you were a fugitive?"

"Who is it?" Church asked.

Alabama shifted his weight, clearly impatient. "Listen, I'll tell you later, but we really need to go before they get away. It's not far and I believe there's a shortcut through the teleporters, which Epsilon should be able to find."

Carolina just stared hard at him, still not letting him go.

"We're running out of time," Alabama pressed.

Carolina sighed. "Church, can you do that?"

Church nodded. "Yeah sure, just give me a few minutes."

Turning back to Alabama, she scowled. "I'll be expecting that explanation soon. If I find out that you've been hiding things from us, there'll be hell to pay." And with that, she stalked off to gather the others.


	20. Chapter 20

**We're getting to the climax! I'm so excited! And I'm also pretty darn excited by the 4,300-some views I've got from you guys. Well, I guess that's all I've got to say (I get the feeling sometimes that I'm bad at Author's Notes. Thoughts?) so without further delay...**

* * *

**Many Years Ago**

Delaware glanced back toward the Alpha, who was bending over the bodies and checking on his teammates. Delaware hoped they were okay, but didn't think they were. But he couldn't worry about that. Church wasn't going to go anywhere right away, and if he went for him first, that would probably only speed up the arrival of whoever the Director sent. No, he had to find his only friend first. Nebraska should have come as soon as Texas did...unless something went wrong.

He hoped he didn't miss him anywhere. He knew that Nebraska was good at stealth, and any moment he was going to jump out of nowhere and scare the crap out of Delaware. Or at least, he hoped he would. He really was worried about him, and he hadn't even seen where Nebraska went.

Just then, a bit of movement caught his eye, and he saw Nebraska walking across the snowy plains toward him, and Delaware changed his course. He quickly went into a sprint as soon as he saw that Nebraska's gait was off. Catching up to him, Delaware grabbed Nebraska to support him. Nebraska grabbed Delaware's shoulder with a tight grip, then pushed him off.

"Nebraska!" Delaware started. "We need to go now! The Alpha is just over there, we need to get him and leave before they come-"

Nebraska turned sharply. "Who comes?" he asks, straightening himself and forcing his body to do what he needed it to. The effects of Zeta's breakdown were still wearing on him.

"The Director sent for some people to come as soon as Agent Texas attacked the Blues. We have to go now!"

Nebraska looked around, his gaze landing on Delaware and his eyes narrowing, though Delaware couldn't see the expression. "Yes. We do." Grabbing Delaware, Nebraska started walking away, leading Delaware away from the middle of the canyon.

"Where are we going?" Delaware asked, confused.

"Out of sight," was Nebraska's only answer as he led Delaware back to the tunnel entrance where Zeta had his breakdown. The body would be hidden there for a while, buying them some more time to get away. He probably didn't need to go to these precautions, as the Director would assume Agent Texas had killed him, but Nebraska knew that one person at least within Project Freelancer suspected he was still alive, even without proof.

It was better to be cautious than to be caught.

Delaware started to struggle. "Neb, you're holding on too tight...what's going on?" He didn't like this. Nebraska was acting...strange.

Nebraska didn't say anything, he just pulled out a knife and pinned Delaware to the wall.

Delaware's eyes grew wide. "W-why?" he asked.

Nebraska held the sharp tip of the blade to the blue agents throat. "I can't have you telling anyone I'm still alive."

He was just about to thrust upwards when Zeta made an appearance. "Wait," he said, his voice calm and unwavering.

Nebraska bit back a curse. "What _now?_"

"I need an outlet," Zeta replied. "Let me deal with him."

Delaware glanced between the two of them. "You never had an A.I., Nebraska. You never-wait...is that...? Nebraska, is that Vermont's A.I.? Nebraska, di-did you kill Vermont? H-how could you do that?" This didn't make any sense. Nebraska was his teammate. His friend. This...didn't make any sense.

Nebraska was glaring hard at Zeta, though the A.I. was unfazed. "We need to ensure that he doesn't talk," Nebraska argued.

Zeta nodded his holographic head. "I will make sure of that."

Before Nebraska could respond, Delaware, still betrayed, activated his armor enhancement and shoved the gray Freelancer away, sending him slamming into the opposite wall. Breathing hard, Delaware started running, free now, but still not knowing what to think. His teammate had betrayed him, the one person who he thought he could trust.

He only managed about four steps.

"_You're not going anywhere_," Zeta whispered in his ear-except it wasn't in his ear, because he hadn't heard anything. Delaware stumbled and fell as a foreign presence established himself within his mind, and the world of white around him started going dark.

**Present Day**

"Bullsh**! Why is it always only me?" Tucker wailed, looking at his formerly teal armor in dismay.

"Why _is_ it always just you? That doesn't make any logical sense," Simmons agreed, gazing at the black stuff that covered him, then at everyone else and their normal colored armor.

Donut jumped forward. "Ooh, let me help you clean your armor! I've got a whole bottle of polish just for the codpiece!"

Tucker stepped back and shook his head. "No, I'll just do it myself. Or make Caboose do it."

"Make me do wha-hey!" Caboose exclaimed. "Are you going to do that thing where you trick me into washing your armor so you don't have to?"

"Caboose, if you clean my armor, I won't give you anything, but you should still do it anyway," Tucker said.

Caboose stared at him. "Ok!" he said after a minute.

Wash looked around at their surroundings. With a few adjustments to one of the teleporters courtesy of Epsilon and Simmons, it had actually turned out better than they had hoped. Instead of just taking them closer, they had been transported inside of the actual building, though how they had managed to get that lucky was beyond him. Currently, they were in a large room with all the equipment inside shut down, save for the soft green glow of the teleporter behind them.

"You guys know that that was a one-way teleporter, right?" Church asked. "And judging by my scans on this place, it's sealed pretty tight. We might've just walked right into a trap," he pointed out.

Carolina pulled out one of her magnums. "It doesn't matter. There's hostages that we need to make sure get out all right. Besides, even if they are waiting for us, we wanted to catch up to them. Now we have." She was still watching Alabama suspiciously. "Keep an eye on him, Church. Make sure he doesn't do anything he shouldn't."

Grif's spoke up. "You know, something just occurred to me. What are we supposed to do with Zeta if we catch him? It's not like we can kill him or anything."

"We'll deal with that when the time comes," Wash replied. "Leaves room to improvise, right?"

Carolina couldn't help the smile that found its way onto her face. "I thought you hated that," she teased.

Before they moved toward the next room, Sarge paused them, turning to face the others from Red team. "Men," he began, meeting their gazes one by one, first on Simmons, then on Grif. "Miscellaneous." Donut. "The enemy we are facing today is unlike any we have ever encountered before. Except for maybe that Meta fella. He was pretty tough. And also O'Malley. But that's not the point. The point is, those were our enemies of yesterday. This is our enemy of _today_."

"Maybe we should stop making enemies," Grif interrupted.

Sarge ignored him. "The enemy today knows everything we fear, and can turn that fear against us without a second thought! So my question to you is...are you afraid?" he paused. "Or are you-" he cocked his shotgun for dramatic effect, "Fearless?"

Simmons was waiting avidly at attention while Grif heaved a sigh. Donut clasped his hands excitedly, and Caboose-wait, Caboose wasn't supposed to be listening. Oh well.

"Are you making another speech, Red Sergeant? Because I love those," the Blue rookie said.

Sarge turned back to his men and continued. "More importantly: everyone ready battle positions! Donut, be ready to scream like a little girl!"

"Yes sir! _AAAAAAAaaaaaaaaaaaaghhhhh don't kill me I haven't even seen the last Harry Potter movie yet!_"

"Dude, that came out like, a hundred years ago," Tucker said, watching Donut run around.

Sarge turned to Simmons. "Simmons; completely ignore anything you should do to combat the enemy in order to compliment my leadership skills in the heat of glorious battle!"

Simmons saluted. "You have both excellent aim and ability to stay focused on the task at hand, sir!"

Grif glanced over. "You know this is Sarge you're talking to, right?" he asked sarcastically.

"And Grif," Sarge faced the orange soldier.

"Oh boy," Grif muttered.

"I always hated your guts. Except for when they're on the exterior of your body. But right now, I am willing to put that behind-" Sarge paused to sniff slightly, "-in order to allow you to protect your superior from all forms of attack, in an un-honorable duty that will most certainly end in your violent death, from the cause of my shotgun _accidentally_ shooting you in the back while you are undoubtedly saving my life in a way that would be considered heroic if it were anyone but you. Now, meat-shield duty, pronto!"

Carolina activated her camouflage and Alabama crept forward, not waiting for the rest. Church ran continuous scans around the area, and other than the lack of activity, nothing was out of place. Since he had mentioned it, they were all watching out for a trap, but nothing had happened yet.

They ventured into the next room and found it much like the first, though this one was full of equipment prototypes. It all looked as though nothing had moved since the machinery was shut down, which was surprising to Carolina. She would have guessed that Nebraska would either want to destroy everything in here or transport it so it could be sold to the highest bidder. And yet nothing had been touched.

"I found the hostages," Church said suddenly. "They're in the storage area, under the building."

"Where's the way down?" Carolina asked.

Church continued scanning. "It's...to your right, there should be a hallway. At the end of the hallway is an exit-sealed, like all the others-and an elevator along with emergency stairs leading to the storage room," he gave directions, which the group followed.

They found the large elevator, shut down like everything else in the facility, and the stairs next to it.

"I don't like this," Wash said. "What if we go down there and get trapped like the rest of them? We haven't even seen any signs of where Nebraska or Texas might be."

Donut pointed at the stairwell. "Maybe they're down there, waiting for us to try and free the hostages," he suggested.

"Maybe we should split up. You know, cover more ground?" Tucker added.

Simmons gasped. "You should know you're never supposed to split up in situations like this! Then they'll stalk us while we're weak and pick us off one by one! Don't you watch horror movies? It's always the idiot that goes first-"

"This is like hide-and-seek! I am so good at this game!" Caboose exclaimed.

"-then the black guy-"

"What the f***, are you racist?" Tucker asked.

"-and then the fat and lazy one-"

"I would take offense to that, but that would take too much effort," Grif grumbled.

"-and then the nerd!" Simmons finished. "I'm doomed just like the rest of you! Oh, how did my life go so wrong?" he wailed.

A moment of silence followed before Wash cleared his throat. "While that certainly was put in an over-dramatic way, I agree with Simmons. I don't want to split up when we have no idea what we're walking into. Or even where it is that something might be waiting for us."

"Let's just go downstairs first and check on the hostages," Church said, irritated and just wanting them to move already.

Carolina nodded at the others, and Alabama pressed forward, taking point. Simmons followed closely behind, not wanting to get stuck in the back and Caboose and Donut went behind him, and Grif heaved a sigh as he went down. Carolina wanted to be able to watch their backs, and her eyes roved over the empty hallway, seeing nothing except a flutter of air from one of the vents. She glanced back at the group as Tucker started talking.

"I'm getting tired of all this waiting around. I want something to happen already, the suspense is killing me," he started to follow the others, glancing back at Carolina as he did so. "I'm a man of action. Bow chicka-_holy sh**,_ RUN!" he screamed out, looking behind them, and diving away from the door and the rest of the group.

The moment he did that, Carolina heard a soft beep and turned just in time to see a black-armored figure deactivate a cloaking device. What caught her eyes was the large, gaping holes of the barrel of a rocket launcher aimed right for them. Tex launched both the missiles at them before turning and running back through the hallway and away from the explosion.

Carolina turned and shoved the nearest person out of the way and they both went crashing to the floor while the missiles soared over their heads, and she saw out of the corner of her eye that Wash had done the same. The rockets had sailed over them and crashed into the wall, the explosion rocking the floor. But it didn't stop there.

"Oh sh**, it's going to collapse!" Grif yelled, forcefully pulling Donut off the floor. "Move!"

"I am moving! Do I have to move fast or slow?" Caboose asked, following Simmons as they dashed down the stairs.

"This way!" Alabama beckoned, and they all made a turn at the bottom, getting out of the way just in time as a few spare chunks of concrete and metal fell down the stairwell where they'd been standing.

At the top, Carolina didn't pay any heed to the falling rubble. As soon as she was able, she pushed herself off of Sarge and tore off after Tex, sprinting down the hall.

"Carolina, wait!" Wash called after her, but she ignored him. With a torn glance between her and the stairwell, he swore vehemently. "Damn it! Tucker, check on the others!" With that, he started running after Carolina.

Groaning, Sarge stood up, picking his shotgun from the dust and glaring at Tucker, who sat up and peered at the destruction. "You were saying, Bluetard?"

Down at the bottom, they just stood there for a few minutes, panting, and as soon as the dust settled, Donut peered up the stairwell into the darkness where the doorway had been. "Well, it looks like we've been effectively split up," he commented.

"Oh great, now I'm stuck down here you with guys and about to die," Simmons muttered. "I think I'd rather be killed by myself."

"I'd rather be down here where Tex can't get us," Grif pointed out, collapsed on the ground, "and at least we have a Freelancer with us," he gestured to Alabama.

But something else held Alabama's attention. He activated his radar and focused, unblinking, on it. There was a huddle of dots that indicated himself and the others, as well as another large huddle that could only be the workers a little farther in one direction. And away from both, a single dot blinked once then disappeared, rather than remained constant. Alabama shut it off, as it wasn't going to do him any good, and he looked up. "Nebraska's in here," he said, then ran into the dimly lit rows of crates, quickly disappearing from view.

Simmons glared at Grif. "You were saying, dipsh**?"


	21. Chapter 21

**Yay, it's Tuesday again, with only a few more chapters to go, maybe a twist, the conclusion of what happened to Delaware, the climax and everything. I'm so excited! Are you guys excited? Seriously though, I have no idea what you guys are thinking. Good? Bad? Too much? Ok, I'll ask the 'too much' question later, but still. Thanks. **

* * *

**Present Day**

"Simmons! Donut! Are you down there? Are you alive?" Sarge yelled at the blocked pathway where his men were trapped.

"I think if they could hear us, they would've replied by now," Tucker commented. It had been several minutes since Carolina and Wash ran off, and they hadn't heard a single peep from the others yet.

"_Mister Sergeant! Mister Sergeant can you hear me?_" a voice sounded, and not from the wall.

"Oh darn!" Sarge lamented. "The Blues have obviously developed a highly-advanced telepathic machine before the Reds have. Those dirty backstabbers!"

Tucker shot an incredulous glance at him. "Are you f***ing serious? None of us are smart enough to do that!"

Another voice sounded. _"Sarge? Tucker? Are you guys alright?"_

"Simmons?" Sarge asked. "You're in on it too?"

There was an audible sigh. "_No sir, it's just the radio,_" Simmons replied.

"So...should we try getting you out or something?" Tucker examined the pile-up blocking the way. "We could probably move some of this aside…"

_"Yeah, um, that would not work,"_ Caboose said. "_There are no stairs._"

Donut's voice came in. "_Yeah, some of the stairs got dislodged and fell on the others, so there's no way up._"

"Is everyone okay down there? Did _everyone_ get out alive?" Sarge seemed unusually concerned about the matter.

"_Yes, sir-_-"

"Did _someone_ get brutally crushed with no hope of being saved? For instance someone in debatably orange armor?"

Silence.

"_No sir, I'm fine,_" came Grif's voice.

Sarge grumbled. "This day just keeps getting worse and worse," he muttered. He stood for a minute, facing the wall, then gave it a good kick. The impact shook a few of the metal and concrete chunks, and with a grinding noise, they cascaded down into the stairwell, opening up a hole into the shaft. A curse could be heard from down below. "What about now?" Sarge asked.

"_You missed!_" Grif yelled up to them, not bothering to use the radio.

Tucker tentatively peered down. "F*** that, there's no way I'm trying to get down to them," he said, backing up.

"_Where is Church and Agent Washington?_" Caboose asked on the radio.

"_Yeah, why is it just you two?_" Simmons noticed their absence, as well as Carolina's.

"Where do you think they went?" Tucker demanded. "They went chasing after Tex. _Again._"

"_Well, Alabama left after saying Nebraska was down here, so...things aren't looking any better for us down here,_" Simmons mumbled.

Tucker was at a loss. "So what do we do?"

Sarge turned to him. "We help our friends, of course! We reunite! Complete the mission."

"Complete the mission?" Tucker asked incredulously. "The mission was to stop Nebraska and his crazy A.I. And we were going to do it _without_ getting separated. But now we are separated. With Nebraska down there hunting them. And Tex up here hunting us. What are we supposed to do?"

"You worthless Blue coward. We go find Wash and Carolina, cause they're gonna need help. The boys downstairs have Alabama to keep Nebraska occupied. They can try to find another way out and free the hostages while they're at it."

Sarge's commands were followed by silence.

"_That's actually a good plan Sarge,_" Grif said, surprised.

Sarge spun on his heel and started walking away, in order to avoid agreeing with Grif. "Come on Blue, let's go give Tex more than she bargained for."

"Bow chicka bow wow," Tucker muttered then followed Sarge with a sigh.

"Well guys," Simmons turned to the others, a serious tone in his voice. "I guess it's just us now. All alone in this giant, dimly lit room full of rows of mysterious technology, where anything can happen and we could easily lose our way. What we need is a leader. Someone who can guide us in the right path, someone we can look up to-"

"Is this another 'vote for Simmons campaign?" Grif interrupted. "Cause if so, I'm just going to leave."

He turned and did just that, with Caboose following him.

"Wait!" Simmons called after them. "I wasn't finished!" He slowly looked at Donut, who was listening avidly.

"I wanna hear more about the dimly lit room where anything can happen," he said cheerfully. With a groan, Simmons stomped after the others.

"Where are we supposed to find all of these hostages anyway?" Grif asked, lazily looking around. "This place is huge!"

"Wow!" Caboose suddenly exclaimed upon rounding a corner in front of them. "Look at all the sleeping people! Is it nap time and no one told me?"

Donut gasped dramatically upon seeing what Caboose saw. "Are they dead?" he asked worriedly.

Simmons turned the corner and saw a pile of motionless people, still wearing their work clothes. He breathed a sigh of relief as he knelt down next to one of them. "No, they're still alive," he said. "Still breathing, so they're probably just unconscious."

"Why are there so few?" Grif wondered. "Don't places like this usually have hundreds of employees?"

He was right. There were only about twenty or so people there.

Simmons sighed in exasperation. "Grif, do you even know what day it is?"

"Uh," Grif was at a loss.

"It's Saturday," Simmons told him. "Most everyone else has the day off."

"Then why are these guys still here?"

"Because _some_ people like working extra days in order to get bonuses. Plus _someone_ has to keep all the equipment in working order," Simmons replied, knowing how that was all too well.

Donut seemed to be enjoying this a little too much, trying to cling to Simmons' arm and getting continuously shaken off. "I'm scared! What if he comes after _us_ next?"

Grif huffed. Donut was acting just like he did every time he watched a horror movie. He suddenly noticed something even more scary than the Freelancer that was quite possibly stalking them.

"Where's Caboose?"

* * *

Carolina stalked between the assembly lines, muscles tense and pistols out, listening to Church's directions in her head. They had momentarily lost Tex, but were now gaining on her.

"_She stopped,_" Epsilon said. _"She's probably waiting for us._"

"Then let's not disappoint," she responded, speaking in quiet tones.

"_Check your six_!" Church suddenly alerted and Carolina whirled around, ready to shoot. She lowered the guns when she saw Wash raise his hands to show her he wasn't a threat as he tried to catch up.

"Wash, what are you doing?" she demanded. "You should check on the sim troopers."

Wash shrugged. "They're all fine; I heard some radio chatter from them on the way over. You, however…" he trailed off.

Carolina glared at him for a moment, then turned back to the matter at hand, secretly glad he was there to watch her back. "Is she still there?"

"Hasn't moved," Church replied.

Carolina nodded. "Let's go. Be ready, Church."

Wordlessly, he nodded his holographic head and disappeared. The plan was that as soon as she was in sight, Epsilon would try to talk to her, find out why she was doing this and get her to remember who she was. Carolina gave Church a little mental nudge-meant to be a comforting gesture, saying that she knew what he was going through. The pain of Tex being endlessly brought back, when they both knew she shouldn't be, no matter how much they missed her.

Carolina and Wash crept forward silently, even though it probably didn't matter. According to Church, she should be straight ahead…

A black figure stepped forward, some fifty yards ahead of them. They only had a couple of seconds to react as another pair of rockets were sent toward them, and the two of them leaped out of the way in opposite directions, rolling back to their feet in seconds. Tex abandoned the rocket launcher and reached behind her, punching a set of controls. With a whir, the machines around them suddenly sprang to life, the assembly lines began moving with nothing on them, and various robotic arms set about doing their mindless work.

Expecting something more dangerous, Carolina almost missed Tex slamming her foot into the ground, kicking a full-sized electrified pugil stick into her hands. With a swing, she hit one of the robotic arms with it, sending an electric blast through it and causing it to swing to the side.

Epsilon had already left Carolina and was trying to get close to her. "Tex! Tex, come on, stop! Look, I know you're a b****, but this is going a little too far!" He made to go inside the robot with her like he'd done last time, and he had no doubt that she was there this time. She wasn't acting like a mindless drone. However, something prevented him from approaching the body. Baffled, he was forced to go back to Carolina.

"What's wrong?" she asked. She hadn't made her move yet, wanting Church to have his chance first.

"I don't know, she's blocking me somehow!" he replied.

Carolina glanced at him. "Can she do that?"

Church scoffed. "I didn't think so, but then again this is Tex we're talking about. She can pretty much do whatever she wants, even if it should be impossible."

Carolina nodded. "I'm going to need your focus on this one, then."

The dislodged assembly arm was meanwhile swinging toward Wash. "Oh boy," he said as he was forced to again dodge out of the way. However, this time, he collided with a black-armored boot that kicked him away.

Activating her speed unit, Carolina rushed Tex, aiming for a passing blow, swinging her arm for the black helmet of her adversary. Tex, detecting the incoming blow somehow, leaned to the side at the last moment, aiming her own swipe at Carolina but missing as the aqua armor rushed away in a blur. Carolina came in again from another angle as Tex didn't move, relying on her speed to help her get away.

She landed her kick into Tex's midriff, but Tex reached over and grabbed Carolina's arm, yanking her down onto the ground. Swiftly rolling out of the way of Tex's next attack, she got to her feet and held up her forearms to block a punch and dropped to the ground, going for Tex's legs. Tex stumbled, but didn't fall as her momentum carried her into the pugil stick that she had dropped and was now held by Washington. A surge of electricity flowed through her for a brief second before she rejoined the attack with renewed vigor, yanked the stick out of his hands and swinging it around in an arc aimed at both agents.

Wash was able to get out of the way in time, but Carolina had received a blow, and as she stumbled backward, she picked up the first thing her fingers touched and brought up a metal pole to defend herself, fending off the next series of attacks from Tex before Wash jumped forward, taking Tex's focus off of her.

"Church!" she cried. "We need a plan!"

"Working on it!" Church yelled, trying to see something of use, then seeing something in his scans of the building's layout. "There's a metal scrap shredder in the next room over, used for recycling extra material! See if you can lead her over there!"

Carolina didn't even have time to nod as she again diverted Tex's attention, going in from the back and getting a good blow of Tex's back. She seemed a little out of her game, distracted by something if she was letting just the two of them have this much of an effect on her…

"Wash!" Carolina called as her speed unit was activated again and she zipped away from Tex.

"On it!" he yelled back and started retreating for the room Church had talked about, having heard the plan. He almost ran into Sarge and Tucker following the sounds of combat. "Sarge, come with me! Tucker, help Carolina!" Wash had paused only long enough to give orders, and Sarge, only with a slight hesitation and a glance at Tex, followed Blue Team's leader.

Tucker looked between them and the duel. "Wait, what? F*** that!" He almost didn't go to help. But even he could tell that Carolina didn't have the upper hand, and she was losing more and more ground. "Aw, f***berries," he muttered, then ran to help.

Carolina had been pushed away, and she quickly looked up to see what Tex would do next. She just stood for a moment, facing Carolina, as if calculating her next move. Carolina blinked in confusion. Texas never did that. She always rushed in brutally, without needing to worry about what her opponent was going to do.

She started clearing the distance between the two to do just that, and Carolina braced herself. However, Tex's charge was cut short as another teal soldier suddenly jumped in the way, swinging his glowing sword.

"Hey Tex, I got something for ya!"

All movement stopped. Both Tucker and Carolina watched Tex, who didn't even move a circuit, waiting for her to act. Her helmet moved slightly, almost seeming as if it had started time again. There was a clang, and a black-armored arm clattered to the floor as Tex's left shoulder sparked with electricity, now just a stump. Very slowly, her visor moved upward to look Tucker in the eye.

His eyes widened. "Son of a-"

* * *

Wash was scrambling about the controls furiously as Sarge assisted him. Finally, the machinery did what he wanted it to and activated.

Reaching up to his radio, he tried to call Carolina. "Carolina! It's working! Bring Tex over-"

"_B****!_"

With a loud crash, the wall exploded and Tucker came flying out of it, landing dangerously close to the shredder. Sarge chuckled at the sight before helping the Blue up, who was slightly groggy, but he would be fine in a minute. What worried him more was the one-armed black figure now stepping through the hole Tucker had made and glowering at the three of them, taking in the activated shredder. She hesitated. However, now Carolina stood behind Tex, blocking her way out for now.

Tucker suddenly noticed something alarming. "Hey guys, I get what the plan is, but what if she throws one of _us_ in there?" he demanded.

His words seemed to spur Texas into action, and she rushed the two sim troopers, ignoring the shotgun blast to her chest. She punched Sarge away and swung around, grabbing Tucker who was trying to get away and flinging him across the room. She met Wash's attacks with a knife and ruthlessly beat down upon him, punching through all the blocks he put up. He rammed the knife into her right shoulder, but she didn't pay any attention.

Carolina came charging in, again using her speed unit in short, controlled bursts. Tex's neck would have been snapped by Carolina's onslaught, had it been made of flesh and bone. As it was, Tex's swipes and attempts to catch Carolina all ended in failure, and finally she reached out and grabbed Sarge, lifting him into the air. His feet were dangling over the open hole of the shredder.

Everyone stopped, and the only movement was the grinding of the sharp teeth of the shredder under Sarge. He gripped Tex's hand holding onto his throat-his shotgun having been knocked away-and tried in vain to pull it away.

Church flickered in front of Carolina. "Tex?" he whispered in a hurt tone. Tex would...she never would have done this.

The black helmet lowered slightly, staring straight at Church.

"No."

The voice had come from Tex, but it wasn't her voice.

"Move and he dies."

"Don't listen to the dirty b*****d!" Sarge insisted, and the grip on his throat only tightened.

Wash stared at the black figure. "Zeta," he acknowledged. He cursed. "I should have known."

Recovering from his moment of speechlessness, Church exploded. "Where the f*** is Tex? What did you do to her?!"

A low chuckle came from the robot. "Agent Texas isn't here. She never was," Zeta replied, speaking in a calm tone, yet traces of something else was there.

"But wasn't that your plan?" Carolina demanded.

Zeta shook briefly with fury for a second before suddenly regaining control of himself. "It was. I tried…" his voice contained both grief and fury. "I _tried_. But Texas...Allison...is _gone_, and she is _never_ coming back." There was a dangerous edge to his tone, and he seemed overcome with rage. "And now the world will pay for her loss. And for _my_ torment."

Carolina saw what he was about to do and brought one of the pistols she had been avoiding up at the same time Zeta let go of Sarge. She fired a shot at him, causing him to stumble away. As if in slow motion, Sarge slowly fell toward the gaping maw that would end him, but before his armored toes hit the grinding teeth of the machine, something stopped his fall. Looking up, he saw that the hands that had caught him were disgustingly _blue_ and belonged to Agent Washington. Wash pulled the Red Sergeant up, who huffed, not pleased at owing a Blue but knowing that said Blue saved his life.

At Zeta's disadvantage, Carolina took the sudden opportunity and lunged, planting her boot firmly into the drone and sending Zeta the other way, where he tripped and fell into the shredder. He gripped the sides, clinging to the edge with an iron grip, refusing to let go. However, as the teeth of the shredder got a hold of his legs, it forcefully dragged him down, ripping away the chunk of metal he was holding onto with him. They all cringed at the shriek of the black armor and the gears of the shredder, but before they knew it, Zeta was gone.

They stood for one breathless minute, hardly daring to believe that Zeta had really been claimed by the mechanic beast. He had been tough, but still not as hard to defeat as they had thought. But Zeta wasn't Texas, and hadn't put up as much of a fight.

They shouldn't even have hoped.

"So you've destroyed my vessel," Zeta's voice came to them, and his deep red hologram appeared in the midst. He may not have had a body anymore, but now he could use his more deadly weapon. He looked down at the shredder, then back to the group. Had his hologram not projected his image as a fully armored man, his lips would have been curled up into a sneer. "Now you'll never know where I am.

"Until I strike."

He flickered and disappeared, gone from the room.


	22. Chapter 22

**Alright guys, just to let you know ahead of time, I may or may not update next week, so sorry in advance if its the latter. After this one, we'll have the climax, then the conclusion, which I'm pretty sure will end up being three more chapters. And if I get them done ahead of time, I'll go back to updating twice a week for the last bit, but no promises. :)**

**Enjoy!**

* * *

**Present Day**

A shadow flitted past and Alabama raised his pistol instinctively. He knew that while he was good at stealth, he couldn't match Nebraska's skills, so he didn't even try. He also knew that the gray Freelancer knew where he was and was toying with him. But he wasn't about to let this chance slip away from him.

"I know you're here," he called out, waiting for his opponent to show. "Must we play this game?"

The only sound was the echoing from the sim troopers he had left behind. Crates filled with spare parts and all sorts of materials were stacked around him. While the room wasn't dark, it certainly wasn't bright either. Perfect for the 'Ghost.'

He saw a flash at the corner of his eye and ducked under Nebraska's swing, deflecting the blow and only getting his gun knocked away. Nebraska brought his own magnum forward and aimed it right for Alabama's visor, giving him pause. However, before he could try anything, Nebraska flipped it away, and it landed next to Alabama's.

"It's only fair," he said as Alabama looked questioningly at the two of them, and Nebraska blocking him from the weapons.

Alabama turned back to Nebraska. "And since when do you play fair?"

Nebraska shrugged, more at ease around Alabama then made the green-armored soldier comfortable. "Never. But you've been on my tail for quite some time, and each time you catch up, I escape. And every time I escape, you follow again. I think both of us would like that to end."

Alabama nodded, glowering at him. "You got that right."

"Out of the two of us, who do you think is more likely to walk out of this alive?" he asked, making idle conversation.

Alabama's eyes narrowed, but he didn't think Nebraska was stalling. What was he up to? "I guess we'll have to find out," he replied. Watching Nebraska, he made an observation. "Zeta isn't here. How unlike him."

Nebraska chuckled. "I guess we will. As for Zeta, he's got his own agenda. We don't always agree, but our companionship was more beneficial than not. And you abandoned your buddies." He leaned back slightly. "Now the partnership with Carolina makes sense. But the sim troopers?"

"Not all of them are sim troopers," Alabama growled. "And the hostages? What were they for? Why not just kill them?"

"You can't bargain with dead bodies," Nebraska said. "Last resort."

Without warning, Alabama rushed him, tackling him to the ground. His satisfaction was brief, however, as Nebraska positioned his legs underneath him and kicked Alabama off, sending him flying backward. Effortlessly, he rolled to his feet.

"You always were the first to act," Nebraska noted, before similarly running toward Alabama, aiming a punch at his helmet, then last moment switching and going for his legs. Alabama rolled to the side and out of the way, scoring a hit on Nebraska as he passed.

Alabama shook his head lightly. "Don't bother with the feints, Nebraska, I know your tricks by now."

Nebraska gave a laugh before getting up. "I never could hide from you. You had your suspicions about me from the start."

Alabama spread his arms. "Nebraska, the Great Pretender," he mocked. "You've hid behind so many masks. Do you even know what you are anymore?"

Nebraska smirked. "I know what I am. The question is, do you know what you are?" Glancing over, he ran for the guns, swiping one of them into his hand in a swift move. "We'll finish this later. The plan isn't complete yet," and with that he ignored Alabama and ran for the nearest wall.

Cursing, Alabama swept out a small, concealed knife and threw it at the retreating back of Nebraska. Just as his form slipped through the solid wall, his knife embedded itself into the material. Glaring at the spot Nebraska had vanished, he walked over and picked it up again. He knew the knife wouldn't have caused much damage, but he had hoped it would give his adversary pause; but he had been too late.

He retrieved his pistol, which Nebraska had curiously left, and set off to find him once more.

* * *

Examining the piece of machinery in front of him, he beamed. "Well, that looks like a really cool toy. I can't wait to try it out." Glancing around himself, Caboose noticed that he was alone. "Well...that's not good. I should probably...yeah, I should probably go find the others. They'll get into all sorts of trouble without me."

Turning around, he realized he didn't remember which way he had come from. That could be a problem. Before he could try calling for them or asking the voices in his helmet where his friends were, however, a red glow illuminated his armor, and he turned to see.

"Oh, hello little glowing person! You look like you are lost! Are you lost? Don't worry, I know exactly where we are."

Zeta looked up at the blue-armored idiot and tilted his head, looking at Caboose oddly. He had been aiming for his suit, intending to freely unleash his fury upon his unsuspecting victim without a second thought, but he had been met with a slight...resistance. Nothing that he couldn't break through, but first he wanted to know how this sim trooper didn't immediately yield to his presence. Vaguely, he realized that he recognized this person. "I know you…"

"-and Simmons is the maroon one, and Grif is yellow and he is lazy, and I will introduce you to them and they will think that you are great and you will be best friends. But not my best friend. I already have one of those. But we can still be friends," Caboose prattled on, not noticing the dangerous glint in Zeta.

"Impossible. You aren't supposed to be here," Zeta's eyes narrowed. Then as he noticed something, he relaxed a little. "But you don't remember anything. You're being here is just coincidence. No matter. I will finish you in time. But not yet," his hologram turned away from Caboose, and as his light flickered out, his voice remained. "I want you all to suffer."

"Okay! Goodbye glowing person!" Thinking about what the glowing person had said, he realized something. "Wait...I should get everyone else...so that we can all suffer together! This will be great! Suffering with people is way better than suffering by yourself! This is going to be so much fun! Maybe this can help me find them." Reaching out, Caboose looked at all the buttons and levers in front of him, and his eyes were almost glowing with the anticipation of pushing them all. "Beep bop boop bop."

With a crank and a grind, the large machine was activated, and as Caboose pulled a lever, it started getting taller. The top, which was pointed and spiraled, started spinning, and it was then he realized the thing had been stored upside down, probably to conserve space.

"Well, why would they even do that? Now it'll go all the way up to the ceiling!"

The large drill began to do just that, and the supports holding it up began to creak and sway as the drilling part spun faster and faster, eventually reaching the ceiling. As it extended further, it started losing it's balance, and Caboose had to duck out of the way of the falling material.

"Caboose, what are you-what the f***?" Simmons screamed as he was dashing down the row, and immediately turned and ran the other way as the supports were knocked loose and the drill started tipping, bringing some of the surrounding material and similar unactivated drills down with it.

"Running time!" Caboose realized, and similarly ran away, almost running into Donut on the way.

"Why are we always running for our lives?" Grif asked behind them. They ducked out of the way and covered their ears against the screeching of the drill, until it eventually slowed and died down. "Did it run out of juice or something?"

Simmons glared at Grif. "Drills like that don't run on juice, dumba**. They run on independent electricity-"

"Alright, spare us the nerdy details," Grif grumbled.

Simmons sniffed. "It's all part of modern technology."

They hesitantly peered around the corner to see a large mess of random things scattered around, complete with the hole drilled through the roof. And Alabama breathing heavily in the middle of it. As soon as he saw them, his eyes narrowed.

"You. Do you have any idea what you could have done? You're lucky that thing didn't take down the entire building! I have no idea how it missed the central supports!" he said furiously.

Caboose gulped. "Not my fault," he immediately mumbled.

Donut looked quizzically at the mess, hands on his hips. "Actually, Caboose might have found us a way out! See those piles over there that got knocked down? They kind of look like gigantic steps! Maybe we can climb them and get back to the others!"

"If the floor doesn't collapse on us as soon as we get there," Simmons pointed out. "But yeah, it does look like that might work."

Caboose puffed out his chest in pride. "Yes! Yes, I definitely meant to do that, yes...I saved everyone!"

"What are you guys doing down there?" a feminine voice called, and they looked up to see Carolina and the others looking down at them.

"Caboose, what did you do this time?" came Tucker's voice.

Grif glanced questioningly at Tucker. "How did you know Caboose did it?"

"When is it ever _not_ Caboose?" Tucker retorted.

"I see your point," Grif conceded.

"Sir!" Simmons exclaimed excitedly when he saw Sarge.

"Simmons," Sarge acknowledged. "I see that Grif hasn't been horrendously killed by the enemy yet."

Without hesitation, Carolina dropped through the hole and made her way down to them with ease, and Wash did the same behind her. Tucker didn't want to, as even though it wasn't a straight drop from the ceiling to the floor, it was still higher than he was comfortable with. And with a chuckle, Sarge pushed him.

"Bluetard," he said before following.

"Ow!" Tucker exclaimed. "What the f*** was that for?" he demanded.

"So what happened to Tex?" Grif asked.

"She was never there," Epsilon replied. "It was just Zeta in one of the drones."

"We took care of his body, but he's still around somewhere," Carolina finished up.

Wash stepped forward. "Any sign of Nebraska?"

They all looked over at Alabama, who had been standing back. Grimly, he nodded. "Yes, but he disappeared again."

Caboose looked around and beamed. "Now we are all together! Just like the glowing person wanted! He will be so happy."

Donut looked over at him in alarm. "What glowing person?"

"Um, he was small and glowing like Church, except instead of blue, he was red," Caboose explained. "And he said that he wanted us to suffer together and now we are all together so we can suffer."

Carolina instinctively dropped into crouch and drew her magnums as they all warily looked around them, expecting something to jump out of the shadows at any moment.

Ominous laughter echoed around them.


	23. Chapter 23

**Aaaaand I'm back! Man, am I excited to show this to you guys! Terribly sorry for not updating last week, and for the late update this week. I was reading back on it earlier and just wasn't happy with the end of this chapter, so I went through and rewrote it. I'm pretty content with it now. Anyway, ACTION! Well, not really, but STUFF HAPPENING! What exactly happened to Delaware? Zeta gets what's coming to him, but who's the one to deliver? Keep reading and find out. ;)**

* * *

**Present Day**

Carolina was tense, alert. She knew he was around here somewhere, and she knew that she - that _they _- could beat him. They just had to know where he was first.

She saw a shadow shift to her left and reacted immediately, firing her magnum as Nebraska's figure ran away, using his phaser to get away yet again. Coward.

It was only a moment before Epsilon's scans were able to locate him again. Nebraska was rushed, unable to focus on avoiding being seen on the motion tackers. She gave chase, hearing booted steps behind her and knew that the others were following her.

"_Just be careful,_" Church said in her mind. "_Remember what happened last time._"

"I'm not alone this time," Carolina retorted, fearless as she chased down the embodiment of fear.

She saw Nebraska ahead of her and aimed a shot at him, clipping his thigh and causing him to stumble. He turned to face her as she approached, the others still trying to catch up.

"Carolina," Nebraska said. "Always rushing in head-first," she could hear the smirk in his voice.

She raised her pistol again, not wanting to play games. Not willing to listen to what he had to say, to plead for his life. Her finger was tightening on the trigger when an image flashed across her mind, and image of a small red-headed child, trying to stay strong for her father and weeping in the middle of the night for fear that her mother might never return. From there, it changed to her fears becoming reality, then to the following years of constant dismissal from her father and her quest for the approval that never came.

Carolina fought off these emotions, but more and more they got a hold of her. It was in the past, it was over with, and didn't have any power over her anymore. How could he make it affect her like this?

"_Carolina! Carolina, snap out of it!_" Church's yells in her head were drowned out by the other voice, the one that was calm and whispering, yet booming and echoing within her mind.

"_You thought you could defeat us? That you could defeat _me? _I don't think so, Agent Carolina_," Zeta said. "_I left you alive before because you were the only piece of _her_left. You are the only reminder of her and what she left behind._" Zeta gave a harsh pull on her inner fear and Carolina cried out in the mental stress as Zeta continued. "_But she won't ever be seen again. You are the only reminder of her...and you must be exterminated._"

Before Zeta could do anything else, another voice cut through the darkness that surrounded her.

"Carolina!" vaguely, she heard Washington call out to her. It seemed that Zeta was receding from her mind. Maybe he could only focus on one victim at once.

Finding that she was on the floor with Nebraska standing over her, she quickly got back to her feet, feeling a little weak. Wash was with her, along with Caboose and Grif, then Donut trailed behind them.

Grif looked around. "Wasn't everyone else right behind us?"

Donut's eyes were wide. "I think Zeta got them already!" he squealed.

Zeta chuckled. "Yes. Incapacitated for now, but it'll be much worse by the time I'm through with them. I believe one among you has already had my full treatment a long time ago."

This caused Wash to look around in confusion. Who else had encountered Zeta? He knew Carolina had been attacked before, and Alabama as well, but he didn't think they'd received the full force. Then the answer hit him like a bundle of bricks.

"What the f*** is he talking about?" Grif asked, confused.

Church appeared then in holographic form. "Caboose. He's talking about Caboose," he said, his voice oddly soft. He still hadn't been able to shake the images he had seen while in Caboose's mind.

"Hello."

Carolina stepped forward, still defiant in Zeta's face, focused on the A.I. rather than the Freelancer. Nebraska was still standing there, but they knew they wouldn't be able to touch him as long as Zeta stood between them. "Give up Zeta, you can't torture all of us at once."

Zeta's red hologram held a dangerous glint. "Oh? Can't I?"

With that, he disappeared. And just like that, every figure in the group save one fell to the floor, either moaning in fear or groaning in pain.

Nebraska looked around at them in amusement. "And they all fall together," he said.

* * *

**Many Years Ago**

Silence reigned as Zeta glanced around at his surroundings. This place was different from anywhere he had been before, with structures that couldn't exist in the real world. It was very similar to everything he knew about the human race, and yet it was unique at the same time. Strange, the workings of the human mind.

Strange objects were strewn about here and there, but it wasn't unkempt. He could tell by looking around him that this person he was now inside of viewed the world differently than most, which was probably why some treated him as an outcast, but when it came right down to the basics, this mind was the same as any other Zeta had previously inhabited.

"How did you get in here?" a voice asked behind him, and he turned to find the man whose head he was in, Delaware. He casually looked around again, taking everything in.

"Michael," he purred as he discovered the agent's name. "That question shouldn't concern you. What concerns you is what I plan on doing to you."

Delaware was fearful, and he knew he couldn't do anything to get away. There was something he wanted to know first. "What did you do to Nebraska?"

Zeta's lips curled up in a smirk, deciding to tell the truth. "Nothing. He led you along the whole time. Don't feel bad though. He's done the same to many before you."

"And what are you going to do to me?" Delaware asked. "Take my memories or something? Can you even do that?"

Zeta shook his head. "No, I can't take away your memories. But I can hide them. But that's only the beginning of that I'm going to do. The torment...I _must _find a way to end it. And if unleashing it on others is what I must do, then so be it."

The only thing Delaware could do was stand back and watch as Zeta started digging, yanking out his memories and forcefully pulling them away. Flashes and images of walking through Sidewinder looking for the Alpha, finding that Nebraska was still alive, discovering the truth about Project Freelancer and hearing that Nebraska was dead, they played backwards and Zeta collected each of them, compiling them together. He went backwards until before Delaware had even heard of the name Project Freelancer, didn't even know that Delaware was a name that belonged to him anymore. All that was in front of Zeta was a confused man that knew himself as Michael J. Caboose, who didn't know what he was doing there or who Zeta was or what was being done to him.

Yes, scraps and pieces would stay with him. He could see even now that Caboose still felt betrayed, even if he didn't know why. A slight sense that his teammates weren't to be trusted. An apology that would likely soon be forgotten on his own. An apology to someone he had hoped could be a friend...

But none of that mattered to Zeta. Delaware wouldn't remember anything of the past few years, and by the time he was done with him, he wouldn't even notice the lost memories. He bound the memories together, and threw them away. Caboose would find them eventually, but he might not know what they meant, or how to even view them. And if he did see them, it wasn't likely he would know what they meant. Zeta and Nebraska would be safe for quite some time from him, and Zeta didn't even plan on him waking up from this experience to tell anyone.

Without further hesitation, he walked over to the nearest structure, and in one simple movement, tore it down, his formerly yellow appearance turning red in his rage. He knew it would have more of an effect than just causing stone and brick to crumble, and he smiled to himself as he heard the screams erupting from the man behind him. The shapes and colors reflected the individuality of each person, while the quality and quantity of all things inside of a mind reflected the mental state, or so seemed to make sense to him. And Zeta would tear it all down, most likely causing his victim to fall into a coma.

He attacked the place without restraint, venting out all of his built up frustration at his predicament, not even paying attention to what he was doing or the pain it was causing to the man behind him, and he was only shook from his reverie when a voice was carried to him, a voice that didn't originate within the former Delaware's mind.

"_Zeta! Get out of there _now_, we need to go!_"

He recognized the owner as Nebraska, and he stopped himself. His limbs were shaking slightly-since this was the confines of someone else's mind, he actually _had _limbs, rather than just holographic projections-and he looked around himself. The ground was littered in chunks of rock and stone and everything around his was cracked and crumbled, if not destroyed completely. He wasn't sure what the lasting effect would be on Delaware, and it wasn't quite as in ruins a he had planned, but it would have to be good enough. After all, Delaware-now Caboose-was lying on the ground covered in dust, and it appeared he was unconscious. In body, it was likely he had fallen unconscious quite some time ago, but to invoke unconsciousness within one's own mind was something else entirely.

Satisfied and undoubtedly feeling better after his encounter with Texas, Zeta withdrew himself, and went back to Nebraska.

"Well?" Nebraska questioned.

"Just go," Zeta replied. "He won't be waking up for a while, and if does, he won't even remember who you are."

"And you're sure?" Nebraska pressed as he started moving away from the location.

"Yes. They're coming. Hurry up."

* * *

**Present Day**

Church was forced to withdraw himself from Carolina's mind, unable to help her. He was unable to help any of them. The only thing he could do was maybe talk to Zeta, get him to stop. But the first thing he did was hop into Nebraska armor, locate his armor enhancement, and deactivate it, sending the agent a smug look as his hologram appeared in the room again.

Now it was just him against the two of them, they certainly had the upper hand. But Zeta, even having the remarkable ability to target multiple people at once, had spread himself thin. It was Epsilon's theory that he could only spare enough for each of the to keep them trapped in their own thoughts. Not enough to cause any lasting damage.

To his astonishment, Caboose groaned and got back to his feet, as if he were somehow resilient to Zeta's attacks.

Nebraska's brows came together. "How?" He was just as confused as Epsilon.

"Um, Church? I do not think that I like this anymore. This is not fun," Caboose said.

"Caboose? Why doesn't Zeta affect you?" Church asked, even though he didn't expect Caboose to be able to give him a sensible answer.

Caboose answered anyway. "The glowing person? Oh yeah, he is saying stuff in my head, and saying stuff in other peoples heads, and it's scary stuff, like when I met the scary person last time...but that's okay," he said.

Church was taken aback. Zeta was doing all that to him and Caboose was _okay_ with it?

Caboose continued talking. "Yeah, it doesn't hurt me very much anymore. It hurts the glowing person even more."

What Caboose was saying didn't make any sense. But at the same time, it did. Caboose had already been subject to this treatment before and had his mind destroyed by Zeta. How could Zeta continue to hurt what was already broken? In his musings, Church had momentarily forgotten about Nebraska, who was attempting to slip away.

"Caboose, see that guy? Yeah, he's our friend, so you should stop him from leaving...or else he might get hurt," Church said, directing Caboose in the direction of Nebraska.

"Really? Okay, I will help our new friend!" Caboose dashed off.

If Church couldn't get Zeta to let go of his hold on the others, Nebraska might be the only way to stop him. After all, even if Zeta himself wasn't in his head, his A.I. chip still was.

"Zeta?" Church called. "Zeta, come out, I want to talk to you!"

The only answer was either the groans or-more frightening-the silence of his teammates.

Church tried again. "Come on, is this really the answer?" He waited another minute. "You're a f***ing coward if that's what you think."

"Hey Church! I helped our friend! And now he is tired and almost sleeping."

Church turned to see Caboose coming back, dragging a dazed Nebraska with him.

"What did you do to him?" Church asked, a hint of amusement in his voice.

"Um…" Caboose hesitated. "He threw a big, shiny metal thing at himself which hit the back of his head...we both agree that Tucker did it."

Before Church could answer, Zeta suddenly appeared in front of him.

"Me, a coward?" Zeta chuckled lightly. "I suppose. But I don't care what I am, as long as I get what I want."

Epsilon spared a quick glance around, but his hopes were dashed. Even with Zeta right in front him, there were no signs that he had relented in his torture. "So that's just it then?" Church demanded. "You think that hiding behind anger is going to fix this for you? That hurting everyone else is going to help?"

Zeta flared in anger. "It's not going to _fix_ anything. Nothing can fix this! This is the only way," he muttered, still distracted; like he wasn't entirely there.

Church finally put his finger on what had been bugging him, found out why Zeta could never carry through with this for very long. "But you're just a fragment. You're not furious right now. You're not even angry. You're still terrified," he pointed out.

He could tell that Zeta was listening intently to his every word, focusing less on the others and more on him now. "And why's that?" his voice dripped with venom.

Epsilon held his ground confidently. "You're the Alpha's fear. Not his rage. You aren't Omega," he said with finality.

Zeta was silent, and after a moment, Church's teammates fell silent. Zeta had receded from them. Church was relieved when they slowly sat up and looked around, trying to shake the experience from their minds. It meant he had been right in his assumptions; they wouldn't be permanently damaged by what Zeta had done to them.

Zeta just glared at the ground, lost in his own thoughts. Finally, he looked up at Church.

"You're right. And you would understand my pain. You hold every memory of her, every memory of the pain of her loss. But," he paused before any of them could get their hopes up. "You also have memories of her life. You have somehow been able to move on like no one else could. So you do not understand." His hologram straightened, and his voice filled with resolve, and something else. Like he just didn't care...about anyone. "I am not Omega, and cannot hide my fear behind rage. There's only one I can do."

Before Church could say anything else, Zeta disappeared yet again, and he bit back a violent curse. Catching his guy was like trying to grasp a shadow! He was left dreading what Zeta had been referring to, what other horrible things he could possibly do.

Nebraska was stirring in Caboose's grasp. He had been able to hear what was going on around him, but had been unable to focus or move when the idiot had chucked the metal case at him, yelling "You want to play catch? Okay great, let's play catch!"

There was something he recognized about this sim trooper, mostly in his voice, but it couldn't really be Delaware? Zeta had said he had been taken care of. Nebraska had doubted he had been killed, and had wondered before what had happened to the blue Freelancer. He struggled against Delaware's firm grasp, but was unable to break free, and the wound Carolina had inflicted in his leg was beginning to take its toll. He was just about to try a different maneuver to get free from Delaware's iron grip when he felt Zeta leaving the others and returning to him.

Suddenly he was in agony, his head splitting apart and his neck on fire. He thrust away from the idiot holding onto him with such force they both stumbled away and he pulled on his helmet until it came off, dropping it and gasping in air, though that didn't do anything to help. His eyes were squeezed shut against the excruciating pain and he was vaguely aware of screaming the entire time.

He clawed at the source until he was able to get a firm grip on an object at the base of his skull and frantically yanked it out despite the pain suddenly doubling as he did so.

No relief came as he threw the object away and darkness engulfed him.

* * *

The room was filled with a shocked silence and Carolina slowly leaned forward to take a closer look at Nebraska's prone form. "He's unconscious," she whispered.

Wash numbly walked over to the object he had thrown and, still weak from Zeta's assaults, picked up the small object, holding it between his fingers. It was Zeta's A.I. chip. While Zeta could project himself toward others, he couldn't go far from this chip and whoever had it. It _was_ Zeta. And it was blackened and smoking.

He had chosen to end his own suffering.


End file.
